UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-Q/A


                                   (Mark One)

    [X]     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                For the quarterly period ended      June 30, 2002
                                               ------------------

                                       OR

    [ ]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                    For the transition period from to       .
                                                     --------


                           Commission File No. 0-21444

                             AFG INVESTMENT TRUST C
                             ----------------------
             (Exact name of registrant as specified in its charter)


  Delaware                                                           04-3157232
    (State or other jurisdiction of                             (IRS Employer
   incorporation or organization)                         Identification No.)

         1050 Waltham Street, Suite 310, Lexington, MA            02421
   (Address of principal executive offices)                        (Zip Code)

Registrant's  telephone  number,  including  area  code     (781)  676-0009
                                                        -------------------

88  Broad  Street,  Boston,  MA    02110
----------------------------------------
(Former  name,  former  address  and  former  fiscal year, if changed since last
report.)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding  12  months  (or  for such shorter period that the registrant was
required  to  file  such  reports),  and  (2)  has  been  subject to such filing
requirements  for  the  past  90  days.
Yes    X  No
   -----



<PAGE>



                             AFG INVESTMENT TRUST C

                                   FORM 10-Q/A

                                      INDEX




<TABLE>
<CAPTION>


PART I. FINANCIAL INFORMATION:                                                         Page
                                                                                       ----
<S>                                                                                    <C>
     Item 1. Financial Statements

                Statement of Financial Position
                at June 30, 2002 (Restated) and December 31, 2001                         3

                Statement of Operations
                for the three and six months ended June 30, 2002 (Restated) and 2001      4

                Statement of Changes in Participants' Capital
                for the six months ended June 30, 2002 (Restated)                         5

                Statement of Cash Flows
                for the six months ended June 30, 2002 (Restated) and 2001                6

                Notes to the Financial Statements                                         7


     Item 2. Management's Discussion and Analysis of Financial
                 Condition and Results of Operations                                     20

     Item 3. Quantitative and Qualitative Disclosures about Market Risk                  30


PART II. OTHER INFORMATION:

     Item 1 - 6                                                                          37
</TABLE>






















<PAGE>

                             AFG INVESTMENT TRUST C

                         STATEMENT OF FINANCIAL POSITION

                       JUNE 30, 2002 AND DECEMBER 31, 2001

                                   (UNAUDITED)



<TABLE>
<CAPTION>

                                                             June 30,     December 31,
                                                               2002           2001
                                                            (Restated)
                                                           ------------  --------------
ASSETS
<S>                                                        <C>           <C>

Cash and cash equivalents                                  $ 1,144,750   $   1,716,588
Rents receivable                                               256,050         124,627
Accounts receivable - affiliate                                 29,726         103,602
Loan receivable - EFG/Kettle Development LLC                   146,174         176,070
Interest in EFG/Kettle Development LLC                       3,821,555       3,916,771
Interest in EFG Kirkwood LLC                                 3,757,663       3,002,735
Interest in MILPI Holdings, LLC                             10,463,296       8,518,577
Interest in C & D IT LLC                                     1,000,000               -
Investments - other                                            263,013         264,513
Other assets, net of accumulated amortization
  of $70,558 and $47,039 at June 30, 2002
  and December 31, 2001, respectively                          434,514         433,506
Equipment at cost, net of accumulated depreciation
  of $26,719,221 and $27,813,022 at June 30, 2002
  and December 31, 2001, respectively                       19,212,807      23,913,730
                                                           ------------  --------------

      Total assets                                         $40,529,548   $  42,170,719
                                                           ============  ==============


LIABILITIES AND PARTICIPANTS' CAPITAL

Notes payable                                              $19,922,187   $  22,382,964
Note payable - affiliate                                       719,760               -
Accrued interest                                               152,220          38,807
Accrued liabilities                                            100,896         135,019
Accrued liabilities - affiliates                                40,573         150,695
Deferred rental income                                         277,357         277,357
Other liabilities                                            1,596,510       1,596,510
                                                           ------------  --------------
     Total liabilities                                      22,809,503      24,581,352
                                                           ------------  --------------


Participants' capital (deficit):
   Managing Trustee                                            (13,097)        (56,972)
   Special Beneficiary                                               -               -
   Class A Beneficiary interests (1,787,153 interests;
     initial purchase price of $25 each)                    20,071,509      19,984,706
   Class B Beneficiary interests (3,024,740 interests;
     initial purchase price of $5 each)                              -               -
   Treasury interests (223,861 Class A interests at cost)   (2,338,367)     (2,338,367)
                                                           ------------  --------------
     Total participants' capital                            17,720,045      17,589,367
                                                           ------------  --------------

     Total liabilities and participants' capital           $40,529,548   $  42,170,719
                                                           ============  ==============
</TABLE>


The  accompanying  notes  are  an  integral  part of these financial statements.


<PAGE>

                             AFG INVESTMENT TRUST C

                             STATEMENT OF OPERATIONS
            FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2002 AND 2001

                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                      For the three months ended           For the six months ended
                                                              June 30,                               June 30,
                                                                                              2002
                                                      2002                  2001           (Restated)           2001
                                              ------------------  -----------------  -----------------  ----------------
INCOME
<S>                                           <C>                 <C>                <C>                <C>
Lease revenue                                 $       1,351,712   $      1,642,867   $      2,852,997   $     3,250,361
Interest income                                           2,810             35,069              6,430           103,986
Gain on sale of equipment                                61,267             22,159            103,933           113,999
Loss on sale of equipment                              (280,633)                 -           (280,633)                -
Other income                                                  -             55,089                  -            85,136
                                              ------------------  -----------------  -----------------  ----------------
  Total income                                        1,135,156          1,755,184          2,682,727         3,553,482
--------------------------------------------

EXPENSES

Depreciation and amortization                           773,325            981,586          1,681,961         1,964,149
Write-down of equipment                                 483,648                  -            483,648                 -
Interest expense                                        444,844            551,999          1,011,198         1,115,177
Interest expense - affiliate                              7,971                  -             11,913                 -
Management fees - affiliates                            105,344            123,910            216,736           216,721
Operating expenses                                      225,967            313,985            327,926           748,184
  Total expenses                                      2,041,099          1,971,480          3,733,382         4,044,231
--------------------------------------------

EQUITY INTERESTS

Equity in net income (loss) of EFG/Kettle
  Development LLC                                         7,050           (449,031)           (95,216)         (508,543)
Equity in net income (loss) of EFG
  Kirkwood LLC                                         (713,780)          (584,110)           754,928           987,239
Equity in net income of MILPI Holdings, LLC             303,013             71,679            521,621           110,058
  Total income (loss) from equity interests            (403,717)          (961,462)         1,181,333           588,754
--------------------------------------------

Net income (loss)                             $      (1,309,660)  $     (1,177,758)  $        130,678   $        98,005
                                              ------------------  -----------------  -----------------  ----------------

         ---                                                ---
Net income (loss)
   per Class A Beneficiary Interest           $           (0.50)  $          (0.20)  $           0.05   $          0.31
   per Class B Beneficiary Interest           $           (0.09)  $          (0.19)  $              -   $         (0.10)
                                              ==================  =================  =================  ================
Cash distributions declared
   per Class A Beneficiary Interest           $               -   $              -   $              -   $             -
   per Class B Beneficiary Interest           $               -   $              -   $              -   $             -
                                              ==================  =================  =================  ================
</TABLE>

The  accompanying  notes  are  an  integral  part of these financial statements.

<PAGE>
                             AFG INVESTMENT TRUST C

                  STATEMENT OF CHANGES IN PARTICIPANTS' CAPITAL

                     FOR THE SIX MONTHS ENDED JUNE 30, 2002

                                   (UNAUDITED)


<TABLE>
<CAPTION>


                                          Managing           Special
                                           Trustee         Beneficiary     Class A Beneficiaries         -
                                                                           ---------------------
                                           Amount             Amount             Interests             Amount
                                       -----------------  ----------------  ---------------------  ----------------
<S>                                    <C>                <C>               <C>                    <C>
 Balance at December 31, 2001         $        (56,972)  $              -              1,787,153  $     19,984,706

   Net income (Restated)                        43,875                  -                      -            86,803
                                      -----------------  ----------------  ---------------------  ----------------

 Balance at June 30, 2002 (Restated)  $        (13,097)  $              -              1,787,153  $     20,071,509
                                      =================  ================  =====================  ================



                                      Class B Beneficiaries         -              Treasury
                                      ---------------------
                                            Interests             Amount           Interests           Total
                                            ---------------   ---------------   ---------------    ---------------
<S>                                   <C>                    <C>               <C>                <C>
 Balance at December 31, 2001                     3,024,740  $              -  $     (2,338,367)  $     17,589,367

   Net income (Restated)                                  -                 -                 -            130,678
                                      ---------------------  ----------------  -----------------  ----------------

 Balance at June 30, 2002 (Restated)              3,024,740  $              -  $     (2,338,367)  $     17,720,045
                                      =====================  ================  =================  ================
</TABLE>




















The  accompanying  notes  are  an  integral  part of these financial statements.




<PAGE>
                             AFG INVESTMENT TRUST C

                             STATEMENT OF CASH FLOWS

                 FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001

                                   (UNAUDITED)
<TABLE>
<CAPTION>


                                                            2002
                                                        (Restated)         2001
                                                       --------------  --------------
CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES
<S>                                                    <C>             <C>
Net income                                             $     130,678   $      98,005
Adjustments to reconcile net income to net
 cash provided by operating activities:
  Depreciation and amortization                            1,681,961       1,964,149
  Loss (gain) on sale of equipment                           176,700        (113,999)
  Write-down of equipment                                    483,648               -
  Income from equity interests                            (1,181,333)       (588,754)
Changes in assets and liabilities:
  Rents receivable                                          (131,423)        152,783
  Accounts receivable - affiliate                             73,876         289,783
  Guarantee fee receivable                                         -         (54,536)
  Interest receivable                                              -         (12,864)
  Other assets                                               (24,527)       (105,254)
  Accrued interest                                           113,413            (432)
  Accrued liabilities                                        (34,123)       (199,846)
  Accrued liabilities - affiliates                          (110,122)        101,358
  Deferred rental income                                           -          (4,718)
  Other liabilities                                                -          71,268
                                                       --------------  --------------
    Net cash provided by operating activities              1,178,748       1,596,943
                                                       --------------  --------------

CASH FLOWS PROVIDED BY (USED IN) INVESTING ACTIVITIES

Proceeds from equipment sales                              2,382,133         174,150
Investments - other                                            1,500             500
Loan receivable - EFG/Kettle Development LLC                  29,896               -
Interest in C & D IT LLC                                  (1,000,000)              -
Dividend received from MILPI Holdings, LLC                 1,000,092               -
Acquisition fees paid to affiliate                           (23,991)        (74,037)
Interest in MILPI Holdings, LLC                           (2,399,199)     (6,995,747)
                                                       --------------  --------------
    Net cash used in investing activities                     (9,569)     (6,895,134)
                                                       --------------  --------------

CASH FLOWS PROVIDED BY (USED IN) FINANCING ACTIVITIES

Proceeds from note payable                                         -         471,032
Proceeds from note payable - affiliate                       719,760               -
Principal payments - notes payable                        (2,460,777)     (2,563,464)
                                                       --------------  --------------
    Net cash used in financing activities                 (1,741,017)     (2,092,432)
                                                       --------------  --------------

Net decrease in cash and cash equivalents                   (571,838)     (7,390,623)
Cash and cash equivalents at beginning of period           1,716,588       8,848,816
                                                       --------------  --------------
Cash and cash equivalents at end of period             $   1,144,750   $   1,458,193
                                                       ==============  ==============

SUPPLEMENTAL INFORMATION

Cash paid during the period for interest               $     897,785   $   1,115,609
                                                       ==============  ==============
</TABLE>


The  accompanying  notes  are  an  integral  part of these financial statements.

<PAGE>

                             AFG INVESTMENT TRUST C

                        NOTES TO THE FINANCIAL STATEMENTS

                                  JUNE 30, 2002
                                   (RESTATED)

                                   (UNAUDITED)


NOTE  1  -  BASIS  OF  PRESENTATION
-----------------------------------

After  AFG  Investment  Trust C (the "Trust") filed its quarterly report on Form
10-Q  for  the quarter ended June 30, 2002 with the United States Securities and
Exchange  Commission  ("SEC"),  the Trust determined that the amount recorded as
interest expense in its financial statements for the quarter ended March
31,  2002  required  revision.  The  Trust determined that the amount previously
recorded  as  interest  expense  for  the  quarter  ended  March  31,  2002  was
understated  by  $258,336.  Accordingly, the Trust recorded an additional amount
of interest expense for the quarter ended March 31, 2002, resulting in a
reallocation of the net loss for the quarter ended June 30, 2002 of an increased
loss of   $73,642 or $.04 per Class A Beneficiary Interest and an increased loss
of  $49,747  and  $.01  per  Class  B  Beneficiary Interest, respectively.  As a
result,  the accompanying financial statements for the six months ended June 30,
2002  have  been  restated  from  the  amounts  previously  reported.

The  financial  statements  presented  herein  are  prepared  in conformity with
generally accepted accounting principles and the instructions for preparing Form
10-Q  under  Rule  10-01  of  Regulation  S-X  of  the  Securities  and Exchange
Commission  and  are  unaudited.  As  such,  these  financial  statements do not
include  all  information  and  footnote  disclosures  required  under generally
accepted  accounting  principles  for  complete  financial  statements  and,
accordingly, the accompanying financial statements should be read in conjunction
with  the  footnotes  presented  in  the 2001 Annual Report (Form 10-K/A) of AFG
Investment Trust C (the "Trust").  Except as disclosed herein, there has been no
material change to the information presented in the footnotes to the 2001 Annual
Report  included  in  Form  10-K/A.

In  the  opinion  of  management,  all  adjustments  (consisting  of  normal and
recurring  adjustments)  considered  necessary  to  present fairly the financial
position  at  June  30, 2002 and December 31, 2001 and results of operations for
the  three and six month periods ended June 30, 2002 and 2001 have been made and
are  reflected.  Certain  amounts  previously reported have been reclassified to
conform  to  the  June  30,  2002  financial  statement presentation. These
reclassifications  did  not  have any effect on total assets, total liabilities,
participants  capital,  or  net  income  (loss).



The  table below details the restated allocation of income (loss) in each of the
quarters  for  the  six  months  ended  June  30,  2002:
<TABLE>
<CAPTION>


                            Managing      Special         Class A          Class B        Treasury
                            Trustee     Beneficiary    Beneficiaries    Beneficiaries    Interests       Total
<S>                        <C>         <C>            <C>              <C>              <C>           <C>
December 31, 2001          $ (56,972)  $          -   $   19,984,706   $            -   $(2,338,367)  $17,589,367

Net income (restated)         70,806        114,128          989,012          266,392             -     1,440,338
                           ----------  -------------  ---------------  ---------------  ------------  ------------
March 31, 2002 (restated)     13,834        114,128       20,973,718          266,392    (2,338,367)   19,029,705

Net loss (restated)          (26,931)      (114,128)        (909,209)        (266,392)            -    (1,309,660)
                           ----------  -------------  ---------------  ---------------  ------------  ------------
June 30, 2002 (restated)   $ (13,079)  $          -   $   20,064,509   $            -   $(2,338,367)  $17,720,045
                           ==========  =============  ===============  ===============  ============  ============
</TABLE>





NOTE  2  -  REVENUE  RECOGNITION
--------------------------------

Rents  are  payable  to  the  Trust  monthly,  quarterly or semi-annually and no
significant  amounts  are  calculated on factors other than the passage of time.
The  leases are accounted for as operating leases and are noncancellable.  Rents
received prior to their due dates are deferred.  In certain instances, the Trust
may  enter primary-term, renewal or re-lease agreements, which expire beyond the
Trust's  anticipated  dissolution  date.  This  circumstance  is not expected to
prevent  the  orderly  wind-up  of  the  Trust's business activities as AFG ASIT
Corporation,  the managing trustee of the Trust (the "Managing Trustee") and the
Trust's Advisor would seek to sell the then-remaining equipment assets either to
the  lessee  or to a third party, taking into consideration the amount of future
noncancellable  rental  payments associated with the attendant lease agreements.
Future  minimum  rents  of  $6,442,983  are  due  as  follows:
<TABLE>
<CAPTION>

<S>                           <C>    <C>
For the year ending June 30,   2003  $4,873,623
                               2004   1,442,662
                               2005     126,698
                                     ----------

..                             Total  $6,442,983
                                     ==========
</TABLE>



NOTE  3  -  EQUIPMENT
---------------------

The  following  is  a  summary of equipment owned by the Trust at June 30, 2002.
Remaining  Lease  Term  (Months), as used below, represents the number of months
remaining  from June 30, 2002 under contracted lease terms and is presented as a
range  when  more  than one lease agreement is contained in the stated equipment
category.  A  Remaining  Lease Term equal to zero reflects equipment either held
for  sale  or  re-lease  or  being  leased  on  a  month-to-month  basis.
<TABLE>
<CAPTION>

<S>                                            <C>          <C>
                                               Remaining
                                               Lease Term   Equipment
Equipment Type                                    (Months)  at Cost
---------------------------------------------  -----------  -------------

Aircraft                                             18-36  $ 32,134,911
Manufacturing                                         0-14     8,857,157
Materials handling                                     0-8     3,026,789
Computer and peripherals                              0-11     1,716,673
Other                                                   14       196,498
                                                            -------------
   Total equipment cost                                  -    45,932,028
   Accumulated depreciation                              -   (26,719,221)
                                                            -------------
   Equipment, net of accumulated depreciation            -  $ 19,212,807
                                                            =============
</TABLE>


At  June  30,  2002, the Trust's equipment portfolio included equipment having a
proportionate  original  cost  of  approximately  $33,  768,000,  representing
approximately  74%  of  total  equipment  cost.

Certain  of  the equipment and related lease payment streams were used to secure
term loans with third-party lenders. The preceding summary of equipment includes
leveraged  equipment  having an original cost of approximately $33,409,000 and a
net  book  value  of  approximately  $17,682,000  at  June  30,  2002.

The  summary above includes equipment held for sale or re-lease with an original
cost  of approximately $2,805,000 and a net book value of approximately $38,000.
The  Managing  Trustee is actively seeking the sale or re-lease of all equipment
not on lease.  In addition, the summary above includes equipment being leased on
a  month-to-month  basis.

The  Trust  accounts  for  impairment  of  long-lived  assets in accordance with
Statement  of  Financial  Accounting Standards ("SFAS") No. 144, "Accounting for
the  Impairment  or  Disposal  of  Long-Lived Assets" which was issued in August
2001.  SFAS  No.  144 requires that long-lived assets be reviewed for impairment
whenever  events or changes in circumstances indicate that the net book value of
the  assets  may not be recoverable from undiscounted future cash flows.  During
the  three  months  ended  June  30,  2002,  the  Trust recorded a write-down of
equipment,  representing  an  impairment  to  the  carrying value of the Trust's
interest  in  a  McDonnell  Douglas  MD-87  aircraft.  The  resulting  charge of
$483,648 was based on a comparison of estimated fair value and carrying value of
the Trust's interest in the aircraft.   The estimate of the fair value was based
on  a  current  offer  to  purchase  the  aircraft  and (ii) EFG's assessment of
prevailing  market  conditions  for  similar aircraft.  Aircraft condition, age,
passenger  capacity,  distance  capability,  fuel  efficiency, and other factors
influence  market  demand  and  market  values  for passenger jet aircraft.  The
events  of  September 11, 2001, along with a recession in the United States have
continued to adversely affect the market demand for both new and used commercial
aircraft.


NOTE  4  -  INTEREST  IN  EFG/KETTLE  DEVELOPMENT  LLC
------------------------------------------------------

On March 1, 1999, the Trust and an affiliated trust (collectively, the "Buyers")
formed EFG/Kettle Development LLC, a Delaware limited liability company, for the
purpose  of  acquiring a 49.9% indirect ownership interest (the "Interest") in a
real  estate  development  in  Kelowna, British Columbia in Canada called Kettle
Valley. EFG/Kettle Development LLC, upon receiving the Buyers' contributions for
their  membership  interests,  purchased  the  Interest  from  a special purpose
company  ("SPC")  whose subsidiaries own a 99.9% limited partnership interest in
Kettle  Valley  Development  Limited  Partnership  ("KVD  LP").  The SPC and its
subsidiaries  were  established  by the seller, in part, for income tax purposes
and  have no business interests other than the development of Kettle Valley. KVD
LP is a Canadian Partnership that owns the property, consisting of approximately
280  acres of land. The project is zoned for 1,120 residential units in addition
to  commercial  space.  To date, 113 residential units have been constructed and
sold  and  11  additional  units  are  under  construction.  The  seller  is  an
unaffiliated  third-party company and has retained the remaining 50.1% ownership
interest  in  the SPC.  A newly organized Canadian affiliate of EFG replaced the
original  general  partner  of  KVD  LP  on  March  1,  1999.

The  Trust's  ownership share in EFG/Kettle Development LLC is 50.604% and had a
cost  of  $4,472,129, including a 1% acquisition fee of $44,729 paid to EFG. The
acquisition  was  funded  with  cash  of  $3,139,648 and a non-recourse note for
$1,332,481,  which  was  repaid  as  of  December  31,  2001.

The  Trust's cost basis in this joint venture was approximately $658,000 greater
than its equity interest in the underlying net assets at December 31, 1999. This
difference  was being amortized using a period of 10 years. The amount amortized
had  been  included  in  amortization  expense as an offset to Interest in EFG /
Kettle  Valley  Development LLC and was $32,900 during the six months ended June
30,  2001.  In  accordance  with Statement of Financial Accounting Standards No.
142,  "Goodwill  and  Other  Intangible  Assets"  ("SFAS.  No.  142"),  the
discontinuance  of  goodwill  amortization  was effective as of January 1, 2002.
SFAS  No.  142  also  includes  provisions  for  the reclassification of certain
existing recognized intangibles as goodwill, reassessment of the useful lives of
existing  recognized intangibles, reclassification of certain intangibles out of
previously  reported  goodwill,  and  the  identification of reporting units for
purposes  of  assessing  potential future impairments of goodwill.  SFAS No. 142
requires  the  Trust  to complete a transitional goodwill impairment test within
six  months  from January 1, 2002, the date of adoption. The Trust completed the
goodwill  impairment analysis during the quarter ended June 30, 2002.  There was
no  impact  on  the  Trust's  financial statements as a result of this analysis.

The  Trust accounts for its interest in Kettle Valley using the equity method of
accounting.  Under  the equity method of accounting, the Trust's interest is (i)
increased (decreased) to reflect the Trust's share of income (loss) of the joint
venture  and (ii) decreased to reflect any distributions the Trust received from
the  joint  venture.  The Trust's interest was increased by $7,050 and decreased
by  $95,216, respectively, during the three and six month periods ended June 30,
2002  and  decreased  by  $449,031  and  $508,543, respectively, during the same
periods in 2001, reflecting the Trust's share of income/loss from Kettle Valley.

In  addition,  the  seller  of the Trust's interest in Kettle Valley purchased a
residual  sharing  interest in a Boeing 767-300 aircraft owned by the Buyers and
leased  to  Scandinavian Airlines System ("SAS").  The seller paid $3,013,206 to
the  Buyers  ($1,524,803,  or  50.604%  to the Trust) for the residual interest,
which  is  subordinate to certain preferred payments to be made to the Buyers in
connection  with  the  aircraft. Payment of the residual interest is due only to
the extent that the Trust receives net residual proceeds from the aircraft.  The
residual  interest  is  non-recourse  to  the  Buyers  and  is included in Other
Liabilities on the accompanying Statement of Financial Position at both June 30,
2002  and  December  31,  2001.

The  table  below  provides comparative summarized income statement data for KVD
LP.  KVD  LP  has  a  January  31  fiscal year end.  The Trust has a December 31
fiscal  year  end.  The  operating  results  of  KVD  LP  shown  below have been
conformed  to  the  three  and  six  months  ended  June  30,  2002  and  2001.
<TABLE>
<CAPTION>


                 Three months     Three months      Six months       Six months
                     ended            ended            ended            ended
                 June 30, 2002    June 30, 2001    June 30, 2002    June 30, 2001
<S>             <C>              <C>              <C>              <C>
                ---------------  ---------------  ---------------  ---------------
Total revenues  $    1,028,748   $      575,770   $    1,276,886   $    1,195,299
Total expenses      (1,102,604)        (722,438)      (1,487,431)      (1,577,643)
                ---------------  ---------------  ---------------  ---------------
Net loss        $      (73,856)  $     (146,668)  $     (210,545)  $     (382,344)
                ===============  ===============  ===============  ===============
</TABLE>



EFG/Kettle  Development  LLC  owns a 49.9% interest in a company (the "Company")
which,  through  two wholly-owned subsidiaries, owns a 99.9% interest in KVD LP.
For  the six months ended June 30, 2002, in addition to its share of the loss of
KVD  LP,  the  Trust's  net  loss from EFG/Kettle Development includes a loss of
$67,787  reflecting  the  Trust's  share  of the operating results of one of the
Company's  wholly-owned  subsidiaries.


NOTE  5  -  INTEREST  IN  EFG  KIRKWOOD  LLC
--------------------------------------------

On  May  1,  1999,  the  Trust  and  three  affiliated  trusts (collectively the
"Trusts")  and  an affiliated corporation, Semele Group Inc. ("Semele") formed a
joint  venture,  EFG Kirkwood LLC ("EFG Kirkwood"), for the purpose of acquiring
preferred  and  common stock interests in Kirkwood Associates Inc. ("KAI").  The
Trusts collectively own 100% of the Class A membership interests in EFG Kirkwood
and  Semele  owns 100% of the Class B membership interests in EFG Kirkwood.  The
Class  A  interest  holders  are  entitled to certain preferred returns prior to
distribution payments to the Class B interest holder.   The Trusts' interests in
EFG  Kirkwood  constitute  50% of the voting securities of that entity under the
operating  agreement for the LLC, which gives equal voting rights to Class A and
Class  B  membership  interests.  The  Managing  Trustee  is  the manager of EFG
Kirkwood.

On April 30, 2000, KAI's ownership interests in certain assets and substantially
all  of  its  liabilities  were  transferred  to  Mountain  Resort  Holdings LLC
("Mountain  Resort").  On  May  1,  2000, EFG Kirkwood exchanged its interest in
KAI's common and preferred stock for corresponding pro-rata membership interests
in  Mountain  Resort.  EFG  Kirkwood  holds  approximately 38% of the membership
interests  in  Mountain  Resort.  Mountain  Resort,  through  four  wholly owned
subsidiaries,  owns  and  operates  the  Kirkwood  Mountain Resort, a ski resort
located  in  northern  California,  a  public  utility  that  services the local
community, and land that is held for residential and commercial development. The
Trust  holds  40%  of  EFG  Kirkwood's  Class  A  membership  interests.

On  May  1,  2000,  EFG  Kirkwood  acquired  50%  of the membership interests in
Mountain  Springs  Resorts LLC ("Mountain Springs"). Mountain Springs, through a
wholly owned subsidiary, owns 80% of the common membership interests and 100% of
the  Class B Preferred membership interests in an entity that owns the Purgatory
Ski  Resort  ("Purgatory")  in  Durango,  Colorado.

The  Trust's  ownership  interest  in  EFG  Kirkwood  had  an  original  cost of
$3,994,150;  including  a 1% acquisition fee of $39,546 paid to EFG. The Trust's
ownership interest in EFG Kirkwood is accounted for on the equity method and the
Trust  recorded  a loss of $713,780 and income of $754,928 for the three and six
months  ended  June  30,  2002, respectively, compared to a loss of $584,110 and
income of $987,239, respectively, for the same periods in 2001, representing its
pro-rata  share  of  the  net  income  (loss)  of  EFG  Kirkwood.

The  table  below  provides  comparative  summarized  income  statement data for
Mountain  Resort and the Purgatory Ski Resort for the three and six months ended
June  30, 2002 and 2001.  The operating companies have different fiscal year end
dates  than  the  Trust.  Therefore, the operating results shown below have been
<TABLE>
<CAPTION>



                         For the Three    For the Three    For the Six     For the Six
                         Months Ended     Months Ended     Months Ended    Months Ended
                         June 30, 2002    June 30, 2001   June 30, 2002   June 30, 2001
                        ---------------  ---------------  --------------  --------------
<S>                     <C>              <C>              <C>             <C>
Mountain Resort
----------------------
     Total revenues     $    4,070,745   $   4, 400,053   $   20,476,082  $   20,560,862
     Total expenses          5,359,278        6,064,728       16,564,726      17,347,954
     Income taxes                  800           52,243            6,208          52,243
                        ---------------  ---------------  --------------  --------------
     Net income (loss)  $   (1,289,333)  $   (1,716,918)  $    3,905,148  $    3,160,665
                        ---------------  ---------------  --------------  --------------

Purgatory Ski Resort
----------------------
     Total revenues     $      478,830   $      759,484   $    9,881,884  $   11,146,188
     Total expenses          3,175,826        2,598,400        9,284,346       8,576,123
                        ---------------  ---------------  --------------  --------------
     Net income (loss)  $   (2,696,996)  $   (1,838,916)  $      597,538  $    2,570,065
                        ---------------  ---------------  --------------  --------------
</TABLE>
conformed  to  the  three  and  six  months  ended  June  30,  2002  and  2001.





NOTE  6  -  INTEREST  IN  MILPI  HOLDINGS,  LLC
-----------------------------------------------

In  December 2000, the Trusts formed MILPI, which formed MILPI Acquisition Corp.
("MILPI  Acquisition),  a  wholly  owned  subsidiary  of  MILPI.  The  Trusts
collectively paid $1.2 million for their membership interests in MILPI ($408,000
for  the  Trust)  and  MILPI  purchased  the  shares of MILPI Acquisition for an
aggregate purchase price of $1.2 million at December 31, 2000. MILPI Acquisition
entered  into  a  definitive agreement (the "Agreement") with PLM International,
Inc.,  ("PLM"),  an  equipment  leasing  and  asset  management company, for the
purpose  of  acquiring up to 100% of the outstanding common stock of PLM, for an
approximate  purchase  price  of  up  to  $27  million.  In  connection with the
acquisition, on December 29, 2000, MILPI Acquisition commenced a tender offer to
purchase  any  and  all  of  PLM's  outstanding  common  stock.

Pursuant  to the cash tender offer, MILPI Acquisition acquired approximately 83%
of PLM's outstanding common stock in February 2001 for a total purchase price of
approximately $21.8 million. The Trust's 34% membership interest in MILPI, prior
to  its  additional  acquisition in February 2002 described below, had a cost of
$7,543,992, including associated fees and capitalized costs.  Under the terms of
the  Agreement,  with  the  approval  of the holders of 50.1% of the outstanding
common  stock of PLM, MILPI Acquisition would merge into PLM, with PLM being the
surviving  entity.  The merger was completed when MILPI obtained approval of the
merger  from  PLM's  shareholders pursuant to a special shareholders' meeting on
February  6,  2002.

On  February  7,  2002,  the  Trust  and  AFG  Investment  Trust  D  ("Trust D")
collectively provided approximately $4.4 million to acquire the remaining 17% of
PLM's  outstanding common stock, of which $2,423,190 (including acquisition fees
of  $23,991  discussed  below)  was  contributed  by  the  Trust. The funds were
obtained  from existing resources and internally generated funds and by means of
a  364  day,  unsecured  loan  from  PLM  evidenced  by a promissory note in the
principal amount of $719,760 that bears interest at LIBOR plus 200 basis points.
Subsequent  to  the merger, the Trust's ownership interest increased from 34% to
37.5%.

Effective  February  2002,  the  Trust  has a 37.5% membership interest in MILPI
having an original cost of $9,967,182. The cost of the Trust's interest in MILPI
reflects MILPI's cost of acquiring the common stock of PLM, including the amount
paid  for  the  shares  tendered of $9,802,945, capitalized transaction costs of
$66,209  and a 1% acquisition fee paid to a wholly-owned subsidiary of Semele of
$98,028.  The  Trust  capitalized  these transaction costs, of which $15,489 was
amortized  during  the  six  months ended June 30, 2001.  Statement of Financial
Accounting  Standards No. 142, "Goodwill and Other Intangible Assets" ("SFAS No.
142")  was  effective  for  the  Trust  as  of  January 1, 2002 and requires the
discontinuance  of  goodwill  amortization  as of January 1, 2002.  SFAS No. 142
also  requires  the  Trust  to  complete a transitional goodwill impairment test
within  six  months  from  January  1,  2002,  the  date  of adoption. The Trust
completed  the  goodwill  impairment  analysis during the quarter ended June 30,
2002.  There  was  no  impact on the Trust's financial statements as a result of
this  analysis.

Equis  II  Corporation  has  voting  control of the Trusts and owns the Managing
Trustee  of  the  Trusts.  Semele  owns Equis II Corporation.  Mr. Engle and Mr.
Coyne,  who  are  a director and an officer of the Trust, respectively, are also
officers  and  directors of, and own significant stock in, Semele.  In addition,
Mr.  Engle  and  Mr.  Coyne  are  officers  and  directors of MILPI Acquisition.

The  Trust's  ownership  interest in MILPI is accounted for on the equity method
and the Trust recorded income of $303,013 and $521,621, respectively, during the
three  and  six  months  ended  June 30, 2002, compared to $71,679 and $110,058,
respectively, for the same periods in 2001, which represented its pro-rata share
of  the  net  income  of MILPI.  On March 12, 2002, PLM declared and paid a cash
dividend to MILPI of approximately $2.7 million.  MILPI then declared and paid a
cash  dividend  of  approximately  $2.7  million, of which the Trust's share was
$1,000,092.

The  table  below  provides  summarized  income statement data for MILPI for the
three  and  six  months  ended  June  30,  2002  and  2001.  As discussed above,
approximately  83%  of PLM's common stock was acquired in February 2001 with the
remaining  interest  acquired  in  February  2002.
<TABLE>
<CAPTION>


..                           Three months    Three months     Six months      Six months
..                              ended           ended           ended           ended
..                          June 30, 2002   June 30, 2001   June 30, 2002   June 30, 2001
                           --------------  --------------  --------------  --------------
<S>                        <C>             <C>             <C>             <C>
 Total revenues            $    1,682,835  $    2,406,074  $    3,378,578  $    5,612,790
 Total costs and expenses         489,059       1,414,453       1,368,089       3,309,785
 Provision for taxes              385,742         167,435         649,589         421,435
                           --------------  --------------  --------------  --------------
 Net income                $      808,034  $      824,186  $    1,360,900  $    1,881,570
                           ==============  ==============  ==============  ==============
</TABLE>





NOTE  7  -  INTEREST  IN  C  &  D  IT  LLC
------------------------------------------

In  March  2002,  the  Trust and Trust D formed C & D IT LLC, a Delaware limited
liability  company,  as a 50%/50% owned joint venture that is co-managed by each
of  the  Trust  and  Trust  D  (the  "C  & D Joint Venture") to which each Trust
contributed  $1  million.  The C & D Joint Venture was formed for the purpose of
making  a conditional contribution of $2.0 million to BMLF/BSLF II Rancho Malibu
Limited Partnership ("Rancho Malibu Limited Partnership") in exchange for 25% of
the  interests  in  Rancho  Malibu Limited Partnership (the "C & D Joint Venture
Contribution").  The  C  & D Joint Venture was admitted to Rancho Malibu Limited
Partnership  as  a  co-managing  general  partner  pursuant  to  the terms of an
amendment to Rancho Malibu Limited Partnership Agreement.  The other partners in
Rancho  Malibu  Limited  Partnership are Semele and its wholly-owned subsidiary,
Rancho  Malibu  Corp.,  the  other  co-managing  general  partner.

Rancho  Malibu Limited Partnership owns the 274-acre parcel of land near Malibu,
California  and  is  developing  it  as  a  single-family  luxury  residential
subdivision. The conditional C & D Joint Venture Contribution was made to assure
participation  in  the future development of the parcel.  It was made subject to
the future solicitation of the consent of the beneficiaries of each of the Trust
and  Trust  D.  The  C  &  D  Joint Venture Contribution is conditioned upon the
consummation  of  a transaction pursuant to which Semele and Rancho Malibu Corp.
will contribute all of the partnership interests that they hold in Rancho Malibu
Limited  Partnership along with 100% of the membership interests Semele holds in
RM  Financing  LLC  to RMLP, Inc., a newly formed subsidiary of PLM, in exchange
for  $5.5  million  in  cash,  a  $2.5 million promissory note and 182 shares of
common  stock of RMLP, Inc.  (The sole asset of RM Financing LLC is a Note dated
December  31, 1990 (the "Note").  The Note was held by Semele's predecessor when
it  took  a deed in lieu of foreclosure on the property from the original owner.
The  unpaid  balance of the Note is $14,250,000 plus accrued interest as of June
30,  2002.

The  C & D Joint Venture possesses the right to withdraw the C & D Joint Venture
Contribution from Rancho Malibu Limited Partnership if the transactions have not
taken  place  within  ninety  days  of  the  receipt  by  Rancho  Malibu Limited
Partnership  of  notice from the C & D Joint Venture that the requisite consents
of the beneficiaries of the Trust and Trust D have been received.  This right of
the  C  &  D Joint Venture is secured by a pledge of 50% of the capital stock of
Rancho  Malibu  Corp.  and  50%  of  the  interests  in  Rancho  Malibu  Limited
Partnership  held  by  Semele  and  Rancho  Malibu  Corp.

NOTE  8  -  RELATED  PARTY  TRANSACTIONS
----------------------------------------

All  operating  expenses  incurred by the Trust are paid by EFG on behalf of the
Trust  and EFG is reimbursed at its actual cost for such expenditures.  Fees and
other  costs incurred during the six month periods ended June 30, 2002 and 2001,
which  were  paid  or  accrued  by  the  Trust  to EFG or its Affiliates, are as
follows:
<TABLE>
<CAPTION>


                                   2002       2001
                                 --------  ----------
<S>                              <C>       <C>
Acquisition fees                 $ 23,991  $   74,037
Management fees                   216,736     216,721
Administrative charges            144,451      81,834
Reimbursable operating expenses
   due to third parties           183,475     666,350
                                 --------  ----------

          Total                  $568,653  $1,038,942
                                 ========  ==========
</TABLE>


All  rents  and  proceeds from the sale of equipment are paid directly to either
EFG  or  to  a  lender.  EFG  temporarily deposits collected funds in a separate
interest-bearing  escrow  account prior to remittance to the Trust.  At June 30,
2002, the Trust was owed $29,726 by EFG for such funds and the interest thereon.
These  funds  were  remitted  to  the  Trust  in  July  2002.

NOTE  9  -  NOTES  PAYABLE  AND  NOTES  PAYABLE  -  AFFILIATE
-------------------------------------------------------------

Notes  payable  at  June  30, 2002 consisted of installment notes of $19,922,187
payable to banks and institutional lenders.  The notes bear fixed interest rates
ranging  between  7.93%  and  9.176%.   All  of  the  installment  notes  are
non-recourse  and  are collateralized by the Trust's equipment and assignment of
the  related  lease payments, as discussed below.  These notes will be partially
amortized  by the remaining contracted lease payments.  However, the Trust has a
balloon  payment  obligation  of $16,193,280 at the expiration of the lease term
related  to  its  interest  in  an  aircraft  leased  to  SAS  in December 2003.

Management  believes  that  the carrying amount of the note payable approximates
fair  value  at  June  30, 2002 based on its experience and understanding of the
market  for  instruments  with  similar  terms.

The  annual  maturities  of  the  note  are  as  follows:
<TABLE>
<CAPTION>

<S>                             <C>    <C>
  For the year ending June 30,   2003  $ 2,866,125
                                 2004   16,931,546
                                 2005      124,516
                                       -----------
..                               Total  $19,922,187
                                       ===========
</TABLE>



Notes  payable  -  affiliate  at June 30, 2002 consisted of a 364 day, unsecured
loan  from  PLM  evidenced  by  a  promissory  note  in  the principal amount of
$719,760.  The  note  bears  interest at LIBOR plus 200 basis points.  The Trust
incurred  interest  expense  related  to  this  note  of  $7,971  and  $11,913,
respectively,  during  the  three  and  six  months  ended  June  30,  2002.


NOTE  10  -  CONTINGENCIES
--------------------------

The  Investment  Company  Act  of  1940  (the  "Act") places restrictions on the
capital  structure  and  business activities of companies registered thereunder.
The  Trust  has  active  business operations in the financial services industry,
primarily  equipment  leasing,  and  in  the  real  estate  industry through its
interests  in EFG Kirkwood LLC, C & D IT LLC and EFG/Kettle Development LLC. The
Trust  does  not  intend to engage in investment activities in a manner or to an
extent  that  would require the Trust to register as an investment company under
the Act. However, it is possible that the Trust may unintentionally engage in an
activity  or  activities  that  may be construed to fall within the scope of the
Act.  The  Managing  Trustee  is  engaged  in  discussions with the staff of the
Securities  and Exchange Commission regarding whether or not the Trust may be an
inadvertent  investment  company by virtue of its recent acquisition activities.
The Managing Trustee has consulted counsel and believes that the Trust is not an
investment  company.  If  the  Trust was determined to be an investment company,
its  business  would  be  adversely  affected.  The  Act,  among  other  things,
prohibits  an  unregistered investment company from offering securities for sale
or  engaging  in  any  business or interstate commerce.  If necessary, the Trust
intends to avoid being deemed an investment company by disposing of or acquiring
certain  assets  that  it  might  not  otherwise  dispose  of  or  acquire.

NOTE  11  -  OPERATING  SEGMENTS
--------------------------------

The Trust has two principal operating segments: 1) Equipment Leasing and 2) Real
Estate  Ownership,  Development  &  Management.  The  Equipment  Leasing segment
includes the management of the Trust's equipment lease portfolio and the Trust's
interest in MILPI Holdings, LLC ("MILPI"), which owns 100% of PLM International,
Inc.,  ("PLM") an equipment leasing and asset management company.  From February
2001  to  February  6,  2002,  MILPI,  through  a wholly owned subsidiary, owned
approximately  83% of PLM.  Effective February 7, 2002, MILPI owned 100% of PLM.
The  Real  Estate  segment includes the ownership, management and development of
commercial properties, recreational properties, condominiums, interval ownership
units,  townhomes,  single  family  homes  and  land  sales  through the Trust's
ownership  interests  in  EFG  Kirkwood,  C  &  D  IT  LLC  and  Kettle  Valley.

The  Trust's  reportable  segments  offer different products or services and are
managed  separately  because  each  requires  different operating strategies and
management  expertise.  There  are  no material intersegment sales or transfers.

Segment information for the three and six months ended June 30, 2002 and 2001 is
summarized  below.

<TABLE>
<CAPTION>
                                         Three months ended June 30,  Six months ended June 30,
                                                                         2002
                                             2002           2001       (Restated)      2001
<S>                                      <C>           <C>             <C>          <C>
Total Income (1):
   Equipment leasing                     $ 1,135,156   $   1,755,184   $ 2,682,727  $3,553,482
   Real estate                                     -               -             -           -
                                         ------------  --------------  -----------  ----------
     Total                               $ 1,135,156   $   1,755,184   $ 2,682,727  $3,553,482
                                         ============  ==============  ===========  ==========

Operating Expenses and Management Fees:
   Equipment leasing                     $   309,676   $     416,438   $   501,984  $  933,145
   Real estate                                21,635          21,457        42,678      31,760
                                         ------------  --------------  -----------  ----------
     Total                               $   331,311   $     437,895   $   544,662  $  964,905
                                         ============  ==============  ===========  ==========

Interest Expense:
   Equipment leasing                     $   452,815   $     546,264   $ 1,023,111  $1,101,323
   Real estate                                     -           5,735             -      13,854
                                         ------------  --------------  -----------  ----------
     Total                               $   452,815   $     551,999   $ 1,023,111  $1,115,177
                                         ============  ==============  ===========  ==========

Depreciation, Write-down of Equipment
  and Amortization Expense:
   Equipment leasing                     $ 1,256,973   $     965,136   $ 2,165,609  $1,931,249
   Real estate                                     -          16,450             -      32,900
                                         ------------  --------------  -----------  ----------
     Total                               $ 1,256,973   $     981,586   $ 2,165,609  $1,964,149
                                         ============  ==============  ===========  ==========

 Equity Interests:
   Equipment leasing                     $   303,013   $      71,679   $   521,621  $  110,058
   Real estate                              (706,730)     (1,033,141)      659,712     478,696
                                         ------------  --------------  -----------  ----------
     Total                               $  (403,717)  $    (961,462)  $ 1,181,333  $  588,754
                                         ============  ==============  ===========  ==========

 Net Income (Loss):                      $(1,309,660)  $  (1,177,758)  $   130,678  $   98,005
                                         ============  ==============  ===========  ==========


 Capital Expenditures:
   Equipment leasing                     $         -   $           -   $ 2,423,190  $7,069,784
   Real estate                                     -               -     1,000,000           -
                                         ------------  --------------  -----------  ----------
     Total                               $         -   $           -   $ 3,423,190  $7,069,784
                                         ============  ==============  ===========  ==========


 .                                       As of         As of
 .                                       June 30,      December 31,
 .                                              2002            2001
 Assets:
   Equipment leasing                     $31,950,330   $  35,251,213
   Real estate                             8,579,218       6,919,506
                                         ------------  --------------
     Total                               $40,529,548   $  42,170,719
                                         ============  ==============
</TABLE>


(1)  Includes  equipment  leasing  revenue  of  $1,351,712  and  $2,852,997,
respectively,  for  the  three  and  six months ended June 30, 2002, compared to
$1,642,867  and  $3,250,361,  respectively,  for  the  same  periods  in  2001.

Three  and  six  months ended June 30, 2002 compared to the three and six months
--------------------------------------------------------------------------------
ended  June  30,  2001:
-----------------------

Results  of  Operations
-----------------------

Equipment  Leasing
------------------

For  the  three  and six month periods ended June 30, 2002, the Trust recognized
lease revenue of $1,351,712 and $2,852,997, respectively, compared to $1,642,867
and  $3,250,361,  respectively,  for  the same periods in 2001.  The decrease in
lease  revenue  from 2001 to 2002 resulted primarily from lease term expirations
and  the  sale  of equipment.  Future lease term expirations and equipment sales
will  result  in  a  reduction  in  the  lease  revenue  recognized.

The Trust's equipment portfolio includes certain assets in which the Trust holds
a  proportionate ownership interest.  In such cases, the remaining interests are
owned  by  an  affiliated equipment leasing program sponsored by Equis Financial
Group  Limited  Partnership  ("EFG").  Proportionate equipment ownership enables
the  Trust  to further diversify its equipment portfolio by participating in the
ownership of selected assets, thereby reducing the general levels of risk, which
could  result  from  a  concentration  in any single equipment type, industry or
lessee.  The  Trust  and  each  affiliate  individually report, in proportion to
their  respective  ownership  interests,  their  respective  shares  of  assets,
liabilities,  revenues,  and  expenses  associated  with  the  equipment.

Interest  income  for  the  three  and six month periods ended June 30, 2002 was
$2,810 and $6,430, respectively, compared to $35,069 and $103,986, respectively,
for  the  same periods in 2001.  Interest income is typically generated from the
temporary  investment  of  rental  receipts  and  equipment  sales  proceeds  in
short-term  instruments.  The  amount  of  future interest income is expected to
fluctuate  as  a  result  of  changing  interest  rates  and  the amount of cash
available  for  investment  among  other  factors.

During  the  three  and six months ended June 30, 2002, the Trust sold equipment
having  a net book value of $2,443,749 and $2,558,833, respectively, to existing
lessees  and  third  parties.  These sales resulted in a net loss, for financial
statement  purposes,  of  $219,366 and $176,700, respectively.  During the three
and  six  months ended June 30, 2001, the Trust sold equipment having a net book
value  of  $55,160  and  $60,151,  respectively  to  existing  lessees and third
parties.  These  sales resulted in a net gain, for financial statement purposes,
of  $22,159  and  $113,999,  respectively.

It  cannot  be determined whether future sales of equipment will result in a net
gain or a net loss to the Trust, as such transactions will be dependent upon the
condition  and type of equipment being sold and its marketability at the time of
sale.  In  addition, the amount of gain or loss reported for financial statement
purposes  is  partly  a  function  of  the  amount  of  accumulated depreciation
associated  with  the  equipment  being  sold.

The  ultimate  realization  of  residual  value  for  any  type  of equipment is
dependent  upon  many  factors,  including  EFG's  ability  to sell and re-lease
equipment.  Changing market conditions, industry trends, technological advances,
and  many  other  events can converge to enhance or detract from asset values at
any  given  time.  EFG  attempts  to  monitor these changes in order to identify
opportunities  which  may  be  advantageous to the Trust and which will maximize
total  cash  returns  for  each  asset.

The  total  economic  value  realized  upon  final  disposition of each asset is
comprised  of all primary lease term revenue generated from that asset, together
with its residual value.  The latter consists of cash proceeds realized upon the
asset's  sale  in  addition to all other cash receipts obtained from renting the
asset on a re-lease, renewal or month-to-month basis.  The Trust classifies such
residual  rental payments as lease revenue.  Consequently, the amount of gain or
loss  reported  in the financial statements is not necessarily indicative of the
total  residual  value  the  Trust  achieved  from  leasing  the  equipment.

On March 8, 2000, the Trust and three affiliated trusts entered into a guarantee
agreement  whereby  the  trusts,  jointly  and severally, guaranteed the payment
obligations  under  a  master lease agreement between Echelon Commercial LLC, as
lessee,  and Heller Affordable Housing of Florida, Inc., and two other entities,
as  lessor.  During  the  year  ended December 31, 2001, the requirements of the
guarantee  agreement  were  met,  the Trust received payment for all outstanding
amounts  due  thereunder  and  the  Trust  has  no further obligations under the
guarantee  agreement.  During  the  six  months  ended  June 30, 2001, the Trust
recognized income of $60,449 related to the guarantee fee.  The guarantee fee is
reflected  as  Other  Income  on  the  accompanying  Statement  of  Operations.

Depreciation  expense  was  $761,566 and $1,658,442, respectively, for the three
and  six  months  ended  June  30,  2002,  compared  to $935,963 and $1,915,760,
respectively,  for the same periods in 2001.  During the three months ended June
30,  2002,  the  Trust  also recorded a write-down of equipment, representing an
impairment  to the carrying value of the Trust's interest in a McDonnell Douglas
MD-87  aircraft.  The  resulting charge of $483,648 was based on a comparison of
estimated fair value and carrying value of the Trust's interest in the aircraft.
The  estimate  of  the  fair  value was based on a current offer to purchase the
aircraft  and  (ii) EFG's assessment of prevailing market conditions for similar
aircraft.  Aircraft  condition,  age,  passenger  capacity, distance capability,
fuel efficiency, and other factors influence market demand and market values for
passenger  jet  aircraft.  The  events  of  September  11,  2001,  along  with a
recession  in  the  United  States have continued to adversely affect the market
demand  for  both  new  and  used  commercial  aircraft.

For financial reporting purposes, to the extent that an asset is held on primary
lease  term,  the  Trust  depreciates the difference between (i) the cost of the
asset  and  (ii)  the  estimated  residual value of the asset on a straight-line
basis  over  such  term.  For purposes of this policy, estimated residual values
represent estimates of equipment values at the date of primary lease expiration.
To  the  extent  that  an asset is held beyond its primary lease term, the Trust
continues  to  depreciate  the  remaining  net  book  value  of  the  asset on a
straight-line  basis over the asset's remaining economic life.  In addition, the
Trust  recorded amortization expense of $11,764 and $23,519 during the three and
six months ended June 30, 2002 in connection with capitalized deferred financing
costs.

Interest  expense  on  third party debt was $444,844and $1,023,111, respectively
for  the  three  and  six  months  ended  June 30, 2002 compared to $546,264 and
$1,101,323,  respectively,  for  the same periods in 2001.  During the three and
six  months  ended  June  30,  2002, the Trust also incurred $7,971 and $11,913,
respectively,  of  interest  expense  on  a  note  payable  to  PLM, executed in
conjunction  with  the  purchase  of  the remaining 17% of PLM in February 2002.
Interest  expense  will decrease in the future as the principal balance of notes
payable is reduced through the application of rent receipts to outstanding debt.

Management  fees  related  to  equipment  leasing  were  $83,709  and  $174,058,
respectively,  for  the  three  and  six  months ended June 30, 2002 compared to
$102,453  and $184,961, respectively, for same periods in 2001.  Management fees
related  to  equipment  are  based  on  5%  of  gross lease revenue generated by
operating  leases and 2% of gross lease revenue generated by full payout leases,
subject to certain limitations.  Management fees related to the Trust's interest
in  MILPI  are  based  on  1%  of  the  cost  of  such  interest.

Operating  expenses  were $225,967 and $327,926, respectively, for the three and
six  month  periods  ended  June  30,  2002,  compared to $313,985 and $748,184,
respectively,  for  the  same  periods  in  2001.  In  2001,  operating expenses
included  approximately  $140,000  for  ongoing  legal  matters,  approximately
$162,000  for  remarketing  costs  related  to  the  re-lease  of an aircraft to
Scandinavian  Airlines System, and also included approximately $114,000 of costs
reimbursed  to  EFG  as a result of the successful acquisition of the PLM common
stock by MILPI Acquisition Corp. ("MILPI Acquisition").  In conjunction with the
acquisition  of the PLM common stock, EFG became entitled to recover certain out
of  pocket  expenses which it had previously incurred.  Other operating expenses
consist primarily of administrative charges, professional service costs, such as
audit  and  legal  fees,  as  well  as  printing,  distribution  and remarketing
expenses.  The  amount  of  future  operating  expenses cannot be predicted with
certainty;  however, such expenses are usually higher during the acquisition and
liquidation  phases  of a trust.  Other fluctuations typically occur in relation
to  the  volume  and  timing  of  remarketing  activities.

During  the  three and six months ended June 30, 2002, the Trust recorded income
of  $303,013  and  $521,621, respectively, from its ownership interest in MILPI,
compared  to  $71,679  and $110,058, respectively, for the same periods in 2001.
This  income  represents the Trust's share of net income of MILPI recorded under
the  equity  method  of accounting.  See below for a discussion of the operating
results  of MILPI during the respective periods.   The Trust's income from MILPI
results from MILPI's ownership of PLM common stock acquired in February 2001 and
February  2002  (see  discussion  below).  PLM is an equipment leasing and asset
management  company.  The  Trust  recorded $12,723 and $15,489, respectively, of
amortization  expense  for  the  three and six months ended June 30, 2001, which
related  to  the  goodwill  recorded  at  the time of the acquisition of the PLM
common stock by MILPI Acquisition.   Statement of Financial Accounting Standards
No.  142, "Goodwill and Other Intangible Assets" ("SFAS No. 142"), was effective
for  the Trust as of January 1, 2002 and requires the discontinuance of goodwill
amortization  as  of  January  1, 2002.  SFAS No. 142 also requires the Trust to
complete  a transitional goodwill impairment test within six months from January
1,  2002,  the  date  of  adoption.  The Trust completed the goodwill impairment
analysis  during  the  quarter  ended June 30, 2002.  There was no impact on the
Trust's  financial  statements  as  a  result  of  this  analysis.


MILPI  Operating  Results
-------------------------

During  the  three and six months ended June 30, 2002, MILPI recognized revenues
of  approximately  $1,683,000  and  $3,379,000,  respectively,  compared  to
approximately  $2,406,000  and $5,613,000, respectively, for the same periods in
2001.  Revenues  for  the three and six months ended June 30, 2002 are comprised
primarily  of  management  fees  of  approximately  $1,185,000 and approximately
$2,451,000,  respectively.  Revenues for the three and six months ended June 30,
2001  are comprised primarily of management fees of approximately $1,263,000 and
$2,602,000,  respectively.

During  the three and six months ended June 30, 2002, MILPI incurred total costs
and expenses of approximately $489,000 and $1,368,000, respectively, compared to
$1,414,000  and  $3,310,000,  respectively.  Operating  expenses  for  the three
months  ended June 30, 2002 are comprised of general and administrative expenses
of  approximately  $459,000  and  depreciation  and  amortization  expense  of
approximately  $30,000.  For  the  six  months  ended  June  30, 2002, operating
expenses  are  comprised of general and administrative expenses of approximately
$1,269,000  and  depreciation and amortization expense of approximately $99,000.
Operating  expenses  for  the  three months ended June 30, 2001 are comprised of
general and administrative expenses of approximately $1,077,000 and depreciation
and  amortization  expense  of approximately $337,000.  For the six months ended
June  30,  2001,  operating  expenses  are  comprised  primarily  of general and
administrative  expenses  of  approximately  $1,772,000  and  depreciation  and
amortization  expense  of  approximately  $690,000.

During  the  three and six months ended June 30, 2002, MILPI incurred income tax
expense  of  approximately  $386,000  and  $650,000,  respectively,  compared to
approximately  $167,000  and  $422,000  for  the  same  periods  in  2001.


Real  Estate
------------

Management fees for non-equipment assets were $21,635 and $42,678, respectively,
for  the  three  and  six  months  ended  June  30, 2002 compared to $21,457 and
$31,760,  respectively,  for  the  same  periods  in  2001.  Management fees for
non-equipment  assets,  excluding  cash, are 1% of such assets under management.

Interest  expense  on  a  note payable related to the Trust's acquisition of its
interest  in  Kettle  Valley was $5,735 and $13,854, respectively, for the three
and  six  months  ended  June 30, 2001.  This note was repaid as of December 31,
2001.

The  Trust  has  an  approximately  51% ownership interest in Kettle Valley (see
discussion  of  Kettle Valley's operating results below).  For the three and six
months  ended  June  30, 2002, the Trust recorded income of $7,050 and a loss of
$95,216,  respectively,  compared  to  net  losses  of  $449,031  and  $508,543,
respectively,  for  the  same  periods  of  2001, from its ownership interest in
Kettle  Valley.  This  income  and  loss  represent the Trust's share of the net
income  (loss)  of Kettle Valley recorded under the equity method of accounting.
In  addition,  the  Trust  recorded amortization expense of $16,450 and $32,900,
respectively, during the three and six months ended June 30, 2001, in connection
with  its  interest  in  Kettle  Valley.

The  Trust owns 40% of the Class A membership interests of EFG Kirkwood, a joint
venture  between  the  Trust,  certain  affiliated  trusts,  and  an  affiliated
corporation,  Semele  Group Inc. ("Semele").  AFG ASIT Corporation, the Managing
Trustee  of  the  Trust  and  a subsidiary of Semele, also is the manager of EFG
Kirkwood.

EFG  Kirkwood  owns  membership  interests  in:

      Mountain  Resort  Holdings  LLC  ("Mountain  Resort")  and
 Mountain  Springs  Resort  LLC  ("Mountain  Springs").


Mountain  Resort,  through four wholly owned subsidiaries, owns and operates the
Kirkwood  Mountain Resort, a ski resort located in northern California, a public
utility that services the local community, and land that is held for residential
and commercial development. Mountain Springs, through a wholly owned subsidiary,
owns  a  controlling  interest  in  DSC/Purgatory  LLC ("Purgatory") in Durango,
Colorado.

For  the  three and six months ended June 30, 2002, the Trust recorded a loss of
$713,780  and  income  of $754,928, respectively, compared to a loss of $584,110
and  income  of  $987,239,  respectively, for the same periods in 2001, from its
ownership interest in EFG Kirkwood.  This income and loss represents the Trust's
share  of the net income (loss) of EFG Kirkwood recorded under the equity method
of  accounting.  Due  to  the  seasonal nature of EFG Kirkwood's operations, the
financial  results  of  the  three months and six months ended June 30, 2002 and
2001  are  not indicative of future periods.  The three months ended March 31 of
each  year  include  the  periods  of peak income activity for the resorts.  See
below  for  a  discussion  of  the  operating  results  of  the  resorts.

Mountain  Resort  Operating  Results
------------------------------------

Mountain Resort is primarily a ski and mountain recreation resort with more than
2,000 acres of terrain, located approximately 32 miles south of Lake Tahoe.  The
resort  receives  approximately  70% of its revenues from winter ski operations,
primarily ski, lodging, retail and food and beverage services with the remainder
of  the  revenues  generated  from summer outdoor activities, including mountain
biking,  hiking  and  other  activities.  Other operations include a real estate
development  division, which has developed and is managing a 40-unit condominium
residential  and commercial building, an electric and gas utility company, which
operates  as  a regulated utility company and provides electric and gas services
to  the  Kirkwood  community,  and  a  real  estate  brokerage  company.

During  the  six  months  ended  June  30,  2002, Mountain Resort recorded total
revenues  of approximately $20,476,000 compared to approximately $20,561,000 for
the  same  period  in 2001.  The decrease in total revenues from 2001 to 2002 of
$85,000  is  the  result  of  an  increase  in  ski-related revenues offset by a
decrease  in  residential-related  and  other  operations revenues.  Ski-related
revenues  increased  approximately  $2,038,000.  The  increase  in  ski-related
revenues  resulted  from  improved  weather conditions during the winter season,
which  attracted more skiers.  Residential-related and other operations revenues
decreased  approximately $2,123,000 for the six months ended 2002 as compared to
2001.  The  decrease  in  residential-related  and other operations revenues was
primarily  attributable to a reduction in the number of condominium sales during
2002  compared  to  2001.

During  the  six  months  ended June 30, 2002 and 2001, Mountain Resort recorded
total  expenses of approximately $16,565,000 and $17,348,000, respectively.  The
decrease in total expenses of approximately $783,000 is the result of a decrease
in  residential-related  and  other  operations  expenses  largely  offset by an
increase  in  ski-related expenses. Ski-related expenses increased approximately
$1,254,000  as  a  result  of the increase in ski-related revenues, as discussed
above.  Residential-related  and  other  operations  expenses  decreased
approximately  $2,037,000  primarily  as a result of a decrease in cost of sales
from condominium units sold in the six months ended June 30, 2002 as compared to
the  same  period  in  2001,  as  also  discussed  above.

Mountain  Springs  Operating  Results
-------------------------------------

Purgatory is a ski and mountain recreation resort covering 2,500 acres, situated
on  40  miles  of  terrain  with  75  ski trails located near Durango, Colorado.
Purgatory  receives  the  majority  of  its revenues from winter ski operations,
primarily  ski,  lodging,  retail  and  food  and  beverage  services,  with the
remainder  of  revenues generated from summer outdoor activities, such as alpine
sliding  and  mountain  biking.

During  the six months ended June 30, 2002, Purgatory recorded total revenues of
approximately  $9,882,000  compared  to  approximately  $11,146,000 for the same
period  of  2001.  The  decrease  in  total  revenues  from  2001  to  2002  of
approximately  $1,264,000 is the result of unfavorable weather conditions during
the  winter  season,  which  attracted  fewer  skiers.

Total  expenses  were approximately $9,284,000 for the six months ended June 30,
2002  compared  to  approximately  $8,576,000  for the same period in 2001.  The
increase  in  total  expenses for the six months ended June 30, 2002 compared to
the  same period in 2001 of approximately $708,000 is a result of costs incurred
related  to  the  creation  of  certain  development  companies.

Kettle  Valley  Operating  Results
----------------------------------

Kettle  Valley  is a real estate development company located in Kelowna, British
Columbia,  Canada.  The  project,  which  is  being  developed  by Kettle Valley
Development  Limited Partnership ("KVD LP"), consists of approximately 280 acres
of  land  that  is  zoned  for 1,120 residential units in addition to commercial
space.  To  date,  113  residential  units have been constructed and sold and 11
additional  units  are  under  construction.

During the three and six months ended June 30, 2002, KVD LP recorded revenues of
approximately  $1,029,000 and $1,277,000, respectively, compared to $576,000 and
$1,195,000,  respectively,  for  the  same  periods  in  2001.

KVD LP incurred total expenses of approximately $1,103,000 and $1,487,000 during
the three and six months ended June 30, 2002, respectively, compared to $722,000
and  $1,578,000,  respectively,  for  the  same  periods  in  2001.

Kettle  Valley owns a 49.9% interest in a company (the "Company") which, through
two  wholly-owned  subsidiaries,  owns  a 99.9% interest in KVD LP.  For the six
months  ended June 30, 2002, in addition to its share of the loss of KVD LP, the
Trust's  net  loss  from Kettle Valley includes a loss of $67,787 reflecting the
Trust's  share  of  the  operating  results of one of the Company's wholly-owned
subsidiaries.

<PAGE>
------

                             AFG INVESTMENT TRUST C

                                   FORM 10-Q/A

                         PART I.  FINANCIAL INFORMATION


Item 2.  Management's Discussion and Analysis of Financial Condition and Results
--------------------------------------------------------------------------------
of  Operations.
---------------

After  AFG  Investment  Trust C (the "Trust") filed its quarterly report on Form
10-Q  for the quarter ended March 31, 2002 with the United States Securities and
Exchange  Commission  ("SEC"),  the Trust determined that the amount recorded as
interest expense in its financial statements required revision. As a result, the
financial  statements  as  of and for the quarter ended March 31, 2002 have been
restated from amounts previously reported. The effects of the restatement on the
six  months  ended  June  30,  2002  are presented in Note 1 to the accompanying
financial  statements  and  have  been reflected herein. The following should be
read  in  conjunction with the restated financial statements including the notes
thereto.  The  following  discussion compares the restated six months ended June
30,  2002  financial  condition  and  results of operations to the June 30, 2001
financial  condition  and  results  of  operations.


Certain  statements  in  this  quarterly  report  of AFG Investment Trust C (the
"Trust")  that  are  not historical fact constitute "forward-looking statements"
within  the  meaning of the Private Securities Litigation Reform Act of 1995 and
are  subject  to  a  variety  of risks and uncertainties.  There are a number of
important  factors  that  could  cause  actual results to differ materially from
those  expressed  in  any  forward-looking statements made herein. These factors
include, but are not limited to, the collection of the Trust's contracted rents,
the  realization of residual proceeds for the Trust's equipment, the performance
of  the  Trust's  non-equipment  assets,  and  future  economic  conditions.

The  Investment  Company  Act  of  1940  (the  "Act") places restrictions on the
capital  structure  and  business activities of companies registered thereunder.
The  Trust  has  active  business operations in the financial services industry,
primarily  equipment  leasing,  and  in  the  real  estate  industry through its
interests  in  EFG  Kirkwood  LLC  ("EFG Kirkwood"), C & D IT LLC and EFG/Kettle
Development  LLC  ("Kettle  Valley").  The  Trust  does  not intend to engage in
investment  activities  in a manner or to an extent that would require the Trust
to register as an investment company under the Act. However, it is possible that
the  Trust  may  unintentionally engage in an activity or activities that may be
construed  to  fall within the scope of the Act. The Managing Trustee is engaged
in  discussions  with  the  staff  of  the  Securities  and  Exchange Commission
regarding  whether  or not the Trust may be an inadvertent investment company by
virtue  of its recent acquisition activities. The Managing Trustee has consulted
counsel  and believes that the Trust is not an investment company.  If the Trust
was  determined  to  be  an  investment company, its business would be adversely
affected.  The  Act,  among  other  things, prohibits an unregistered investment
company  from  offering  securities  for  sale  or  engaging  in any business or
interstate  commerce.  If  necessary, the Trust intends to avoid being deemed an
investment company by disposing of or acquiring certain assets that it might not
otherwise  dispose  of  or  acquire.

Critical  Accounting  Policies  and  Estimates
----------------------------------------------

The preparation of financial statements in conformity with accounting principles
generally  accepted  in  the United States requires the Managing Trustee to make
estimates  and  assumptions  that  affect  the amounts reported in the financial
statements. On a regular basis, the Managing Trustee reviews these estimates and
assumptions  including  those  related  to  revenue recognition, asset lives and
depreciation,  impairment  of  long-lived  assets  and  contingencies.  These
estimates  are  based  on  the  Managing  Trustee's historical experience and on
various  other  assumptions  believed  to be reasonable under the circumstances.
Actual  results  may  differ from these estimates under different assumptions or
conditions.  The  Managing  Trustee  believes,  however,  that  the  estimates,
including  those  for  the  above-listed  items,  are  reasonable.

The  Managing Trustee believes the following critical accounting policies, among
others,  are  subject  to  significant  judgments  and  estimates  used  in  the
preparation  of  these  financial  statements:

Revenue Recognition:  Rents are payable to the Trust monthly or quarterly and no
--------------------
significant  amounts  are  calculated on factors other than the passage of time.
The Trust's leases are accounted for as operating leases and are noncancellable.
Rents  received  prior  to  their  due  dates  are  deferred.

Asset  lives  and depreciation method: The Trust's primary business involves the
--------------------------------------
purchase and subsequent lease of long-lived equipment.  The Trust's depreciation
policy  is  intended  to  allocate  the cost of equipment over the period during
which it produces economic benefit.  The principal period of economic benefit is
considered  to  correspond  to  each asset's primary lease term, which generally
represents  the  period  of  greatest  revenue  potential  for  each  asset.
Accordingly,  to  the  extent  that  an asset is held on primary lease term, the
Trust  depreciates the difference between (i) the cost of the asset and (ii) the
estimated  residual  value of the asset on a straight-line basis over such term.
For  purposes  of  this policy, estimated residual values represent estimates of
equipment  values  at  the  date of the primary lease expiration.  To the extent
that  an  asset  is  held  beyond its primary lease term, the Trust continues to
depreciate  the  remaining  net book value of the asset on a straight-line basis
over  the  asset's  remaining  economic  life.

Impairment  of  long-lived  assets:  In  accordance  with Statement of Financial
-----------------------------------
Accounting  Standards  No.  144,  "Accounting  for the Impairment or Disposal of
----
Long-Lived Assets" ("SFAS No. 144"), the Company evaluates long-lived assets for
----
impairment  whenever events or circumstances indicate that the carrying bases of
such  assets  may not be recoverable.  Losses for impairment are recognized when
the undiscounted cash flows estimated to be realized from a long-lived asset are
determined  to  be less than the carrying basis of the asset.  The determination
of  net realizable value for a given investment requires several considerations,
including  but  not  limited  to,  income  expected to be earned from the asset,
estimated  sales  proceeds,  and  holding  costs  excluding  interest.

Contingencies  and  litigation:  The  Trust  is  subject  to  legal  proceedings
-------------------------------
involving ordinary and routine claims related to its business when quantifiable,
-------
estimates  for  losses  from litigation are made after consultation with outside
counsel.  If  estimates  of  potential  losses increase or the related facts and
circumstances  change in the future, the Trust may be required to adjust amounts
recorded  in  its  financial  statements.


Segment  Reporting
------------------

The Trust has two principal operating segments: 1) Equipment Leasing and 2) Real
Estate  Ownership,  Development  &  Management.  The  Equipment  Leasing segment
includes the management of the Trust's equipment lease portfolio and the Trust's
interest in MILPI Holdings, LLC ("MILPI"), which owns 100% of PLM International,
Inc.,  ("PLM") an equipment leasing and asset management company.  From February
2001  to  February  6,  2002,  MILPI,  through  a wholly owned subsidiary, owned
approximately  83% of PLM.  Effective February 7, 2002, MILPI owned 100% of PLM.
The  Real  Estate  segment includes the ownership, management and development of
commercial properties, recreational properties, condominiums, interval ownership
units,  townhomes,  single  family  homes  and  land  sales  through the Trust's
ownership  interests  in  EFG  Kirkwood,  C  &  D  IT  LLC  and  Kettle  Valley.

The  Trust's  reportable  segments  offer different products or services and are
managed  separately  because  each  requires  different operating strategies and
management  expertise.  There  are  no material intersegment sales or transfers.

Segment information for the three and six months ended June 30, 2002 and 2001 is
summarized  below.





<TABLE>
<CAPTION>
                                        Three months ended June 30,    Six months ended June 30,
                                                  .          .            2002          .
                                             2002           2001       (Restated)      2001
<S>                                      <C>           <C>             <C>          <C>
Total Income (1):
   Equipment leasing                     $ 1,135,156   $   1,755,184   $ 2,682,727  $3,553,482
   Real estate                                     -               -             -           -
                                         ------------  --------------  -----------  ----------
     Total                               $ 1,135,156   $   1,755,184   $ 2,682,727  $3,553,482
                                         ============  ==============  ===========  ==========

Operating Expenses and Management Fees:
   Equipment leasing                     $   309,676   $     416,438   $   501,984  $  933,145
   Real estate                                21,635          21,457        42,678      31,760
                                         ------------  --------------  -----------  ----------
     Total                               $   331,311   $     437,895   $   544,662  $  964,905
                                         ============  ==============  ===========  ==========

Interest Expense:
   Equipment leasing                     $   452,815   $     546,264   $ 1,023,111  $1,101,323
   Real estate                                     -           5,735             -      13,854
                                         ------------  --------------  -----------  ----------
     Total                               $   452,815   $     551,999   $ 1,023,111  $1,115,177
                                         ============  ==============  ===========  ==========

Depreciation, Write-down of Equipment
  and Amortization Expense:
   Equipment leasing                     $ 1,256,973   $     965,136   $ 2,165,609  $1,931,249
   Real estate                                     -          16,450             -      32,900
                                         ------------  --------------  -----------  ----------
     Total                               $ 1,256,973   $     981,586   $ 2,165,609  $1,964,149
                                         ============  ==============  ===========  ==========

 Equity Interests:
   Equipment leasing                     $   303,013   $      71,679   $   521,621  $  110,058
   Real estate                              (706,730)     (1,033,141)      659,712     478,696
                                         ------------  --------------  -----------  ----------
     Total                               $  (403,717)  $    (961,462)  $ 1,181,333  $  588,754
                                         ============  ==============  ===========  ==========

 Net Income (Loss):                      $(1,309,660)  $  (1,177,758)  $   130,678  $   98,005
                                         ============  ==============  ===========  ==========


 Capital Expenditures:
   Equipment leasing                     $         -   $           -   $ 2,423,190  $7,069,784
   Real estate                                     -               -     1,000,000           -
                                         ------------  --------------  -----------  ----------
     Total                               $         -   $           -   $ 3,423,190  $7,069,784
                                         ============  ==============  ===========  ==========


 .                                       As of         As of
 .                                       June 30,      December 31,
 .                                              2002            2001
 Assets:
   Equipment leasing                     $31,950,330   $  35,251,213
   Real estate                             8,579,218       6,919,506
                                         ------------  --------------
     Total                               $40,529,548   $  42,170,719
                                         ============  ==============
</TABLE>


(1)  Includes  equipment  leasing  revenue  of  $1,351,712  and  $2,852,997,
respectively,  for  the  three  and  six months ended June 30, 2002, compared to
$1,642,867  and  $3,250,361,  respectively,  for  the  same  periods  in  2001.

Three  and  six  months ended June 30, 2002 compared to the three and six months
--------------------------------------------------------------------------------
ended  June  30,  2001:
-----------------------

Results  of  Operations
-----------------------

Equipment  Leasing
------------------

For  the  three  and six month periods ended June 30, 2002, the Trust recognized
lease revenue of $1,351,712 and $2,852,997, respectively, compared to $1,642,867
and  $3,250,361,  respectively,  for  the same periods in 2001.  The decrease in
lease  revenue  from 2001 to 2002 resulted primarily from lease term expirations
and  the  sale  of equipment.  Future lease term expirations and equipment sales
will  result  in  a  reduction  in  the  lease  revenue  recognized.

The Trust's equipment portfolio includes certain assets in which the Trust holds
a  proportionate ownership interest.  In such cases, the remaining interests are
owned  by  an  affiliated equipment leasing program sponsored by Equis Financial
Group  Limited  Partnership  ("EFG").  Proportionate equipment ownership enables
the  Trust  to further diversify its equipment portfolio by participating in the
ownership of selected assets, thereby reducing the general levels of risk, which
could  result  from  a  concentration  in any single equipment type, industry or
lessee.  The  Trust  and  each  affiliate  individually report, in proportion to
their  respective  ownership  interests,  their  respective  shares  of  assets,
liabilities,  revenues,  and  expenses  associated  with  the  equipment.

Interest  income  for  the  three  and six month periods ended June 30, 2002 was
$2,810 and $6,430, respectively, compared to $35,069 and $103,986, respectively,
for  the  same periods in 2001.  Interest income is typically generated from the
temporary  investment  of  rental  receipts  and  equipment  sales  proceeds  in
short-term  instruments.  The  amount  of  future interest income is expected to
fluctuate  as  a  result  of  changing  interest  rates  and  the amount of cash
available  for  investment  among  other  factors.

During  the  three  and six months ended June 30, 2002, the Trust sold equipment
having  a net book value of $2,443,749 and $2,558,833, respectively, to existing
lessees  and  third  parties.  These sales resulted in a net loss, for financial
statement  purposes,  of  $219,366 and $176,700, respectively.  During the three
and  six  months ended June 30, 2001, the Trust sold equipment having a net book
value  of  $55,160  and  $60,151,  respectively  to  existing  lessees and third
parties.  These  sales resulted in a net gain, for financial statement purposes,
of  $22,159  and  $113,999,  respectively.

It  cannot  be determined whether future sales of equipment will result in a net
gain or a net loss to the Trust, as such transactions will be dependent upon the
condition  and type of equipment being sold and its marketability at the time of
sale.  In  addition, the amount of gain or loss reported for financial statement
purposes  is  partly  a  function  of  the  amount  of  accumulated depreciation
associated  with  the  equipment  being  sold.

The  ultimate  realization  of  residual  value  for  any  type  of equipment is
dependent  upon  many  factors,  including  EFG's  ability  to sell and re-lease
equipment.  Changing market conditions, industry trends, technological advances,
and  many  other  events can converge to enhance or detract from asset values at
any  given  time.  EFG  attempts  to  monitor these changes in order to identify
opportunities  which  may  be  advantageous to the Trust and which will maximize
total  cash  returns  for  each  asset.

The  total  economic  value  realized  upon  final  disposition of each asset is
comprised  of all primary lease term revenue generated from that asset, together
with its residual value.  The latter consists of cash proceeds realized upon the
asset's  sale  in  addition to all other cash receipts obtained from renting the
asset on a re-lease, renewal or month-to-month basis.  The Trust classifies such
residual  rental payments as lease revenue.  Consequently, the amount of gain or
loss  reported  in the financial statements is not necessarily indicative of the
total  residual  value  the  Trust  achieved  from  leasing  the  equipment.

On March 8, 2000, the Trust and three affiliated trusts entered into a guarantee
agreement  whereby  the  trusts,  jointly  and severally, guaranteed the payment
obligations  under  a  master lease agreement between Echelon Commercial LLC, as
lessee,  and Heller Affordable Housing of Florida, Inc., and two other entities,
as  lessor.  During  the  year  ended December 31, 2001, the requirements of the
guarantee  agreement  were  met,  the Trust received payment for all outstanding
amounts  due  thereunder  and  the  Trust  has  no further obligations under the
guarantee  agreement.  During  the  six  months  ended  June 30, 2001, the Trust
recognized income of $60,449 related to the guarantee fee.  The guarantee fee is
reflected  as  Other  Income  on  the  accompanying  Statement  of  Operations.

Depreciation  expense  was  $761,566 and $1,658,442, respectively, for the three
and  six  months  ended  June  30,  2002,  compared  to $935,963 and $1,915,760,
respectively,  for the same periods in 2001.  During the three months ended June
30,  2002,  the  Trust  also recorded a write-down of equipment, representing an
impairment  to the carrying value of the Trust's interest in a McDonnell Douglas
MD-87  aircraft.  The  resulting charge of $483,648 was based on a comparison of
estimated fair value and carrying value of the Trust's interest in the aircraft.
The  estimate  of  the  fair  value was based on a current offer to purchase the
aircraft  and  (ii) EFG's assessment of prevailing market conditions for similar
aircraft.  Aircraft  condition,  age,  passenger  capacity, distance capability,
fuel efficiency, and other factors influence market demand and market values for
passenger  jet  aircraft.  The  events  of  September  11,  2001,  along  with a
recession  in  the  United  States have continued to adversely affect the market
demand  for  both  new  and  used  commercial  aircraft.

For financial reporting purposes, to the extent that an asset is held on primary
lease  term,  the  Trust  depreciates the difference between (i) the cost of the
asset  and  (ii)  the  estimated  residual value of the asset on a straight-line
basis  over  such  term.  For purposes of this policy, estimated residual values
represent estimates of equipment values at the date of primary lease expiration.
To  the  extent  that  an asset is held beyond its primary lease term, the Trust
continues  to  depreciate  the  remaining  net  book  value  of  the  asset on a
straight-line  basis over the asset's remaining economic life.  In addition, the
Trust  recorded amortization expense of $11,764 and $23,519 during the three and
six months ended June 30, 2002 in connection with capitalized deferred financing
costs.

Interest  expense  on third party debt was $444,844 and $1,011,198, respectively
for  the  three  and  six  months  ended  June 30, 2002 compared to $546,264 and
$1,101,323,  respectively,  for  the same periods in 2001.  During the three and
six  months  ended  June  30,  2002, the Trust also incurred $7,971 and $11,913,
respectively,  of  interest  expense  on  a  note  payable  to  PLM, executed in
conjunction  with  the  purchase  of  the remaining 17% of PLM in February 2002.
Interest  expense  will decrease in the future as the principal balance of notes
payable is reduced through the application of rent receipts to outstanding debt.

Management  fees  related  to  equipment  leasing  were  $83,709  and  $174,058,
respectively,  for  the  three  and  six  months ended June 30, 2002 compared to
$102,453  and $184,961, respectively, for same periods in 2001.  Management fees
related  to  equipment  are  based  on  5%  of  gross lease revenue generated by
operating  leases and 2% of gross lease revenue generated by full payout leases,
subject to certain limitations.  Management fees related to the Trust's interest
in  MILPI  are  based  on  1%  of  the  cost  of  such  interest.

Operating  expenses  were $225,967 and $327,926, respectively, for the three and
six  month  periods  ended  June  30,  2002,  compared to $313,985 and $748,184,
respectively,  for  the  same  periods  in  2001.  In  2001,  operating expenses
included  approximately  $140,000  for  ongoing  legal  matters,  approximately
$162,000  for  remarketing  costs  related  to  the  re-lease  of an aircraft to
Scandinavian  Airlines System, and also included approximately $114,000 of costs
reimbursed  to  EFG  as a result of the successful acquisition of the PLM common
stock by MILPI Acquisition Corp. ("MILPI Acquisition").  In conjunction with the
acquisition  of the PLM common stock, EFG became entitled to recover certain out
of  pocket  expenses which it had previously incurred.  Other operating expenses
consist primarily of administrative charges, professional service costs, such as
audit  and  legal  fees,  as  well  as  printing,  distribution  and remarketing
expenses.  The  amount  of  future  operating  expenses cannot be predicted with
certainty;  however, such expenses are usually higher during the acquisition and
liquidation  phases  of a trust.  Other fluctuations typically occur in relation
to  the  volume  and  timing  of  remarketing  activities.

During  the  three and six months ended June 30, 2002, the Trust recorded income
of  $303,013  and  $521,621, respectively, from its ownership interest in MILPI,
compared  to  $71,679  and $110,058, respectively, for the same periods in 2001.
This  income  represents the Trust's share of net income of MILPI recorded under
the  equity  method  of accounting.  See below for a discussion of the operating
results  of MILPI during the respective periods.   The Trust's income from MILPI
results from MILPI's ownership of PLM common stock acquired in February 2001 and
February  2002  (see  discussion  below).  PLM is an equipment leasing and asset
management  company.  The  Trust  recorded $12,723 and $15,489, respectively, of
amortization  expense  for  the  three and six months ended June 30, 2001, which
related  to  the  goodwill  recorded  at  the time of the acquisition of the PLM
common stock by MILPI Acquisition.   Statement of Financial Accounting Standards
No.  142, "Goodwill and Other Intangible Assets" ("SFAS No. 142"), was effective
for  the Trust as of January 1, 2002 and requires the discontinuance of goodwill
amortization  as  of  January  1, 2002.  SFAS No. 142 also requires the Trust to
complete  a transitional goodwill impairment test within six months from January
1,  2002,  the  date  of  adoption.  The Trust completed the goodwill impairment
analysis  during  the  quarter  ended June 30, 2002.  There was no impact on the
Trust's  financial  statements  as  a  result  of  this  analysis.

MILPI  Operating  Results
-------------------------

During  the  three and six months ended June 30, 2002, MILPI recognized revenues
of  approximately  $1,683,000  and  $3,379,000,  respectively,  compared  to
approximately  $2,406,000  and $5,613,000, respectively, for the same periods in
2001.  Revenues  for  the three and six months ended June 30, 2002 are comprised
primarily  of  management  fees  of  approximately  $1,185,000 and approximately
$2,451,000,  respectively.  Revenues for the three and six months ended June 30,
2001  are comprised primarily of management fees of approximately $1,263,000 and
$2,602,000,  respectively.

During  the three and six months ended June 30, 2002, MILPI incurred total costs
and expenses of approximately $489,000 and $1,368,000, respectively, compared to
$1,414,000  and  $3,310,000,  respectively.  Operating  expenses  for  the three
months  ended June 30, 2002 are comprised of general and administrative expenses
of  approximately  $459,000  and  depreciation  and  amortization  expense  of
approximately  $30,000.  For  the  six  months  ended  June  30, 2002, operating
expenses  are  comprised of general and administrative expenses of approximately
$1,269,000  and  depreciation and amortization expense of approximately $99,000.
Operating  expenses  for  the  three months ended June 30, 2001 are comprised of
general and administrative expenses of approximately $1,077,000 and depreciation
and  amortization  expense  of approximately $337,000.  For the six months ended
June  30,  2001,  operating  expenses  are  comprised  primarily  of general and
administrative  expenses  of  approximately  $1,772,000  and  depreciation  and
amortization  expense  of  approximately  $690,000.

During  the  three and six months ended June 30, 2002, MILPI incurred income tax
expense  of  approximately  $386,000  and  $650,000,  respectively,  compared to
approximately  $167,000  and  $422,000  for  the  same  periods  in  2001.


Real  Estate
------------

Management fees for non-equipment assets were $21,635 and $42,678, respectively,
for  the  three  and  six  months  ended  June  30, 2002 compared to $21,457 and
$31,760,  respectively,  for  the  same  periods  in  2001.  Management fees for
non-equipment  assets,  excluding  cash, are 1% of such assets under management.

Interest  expense  on  a  note payable related to the Trust's acquisition of its
interest  in  Kettle  Valley was $5,735 and $13,854, respectively, for the three
and  six  months  ended  June 30, 2001.  This note was repaid as of December 31,
2001.

The  Trust  has  an  approximately  51% ownership interest in Kettle Valley (see
discussion  of  Kettle Valley's operating results below).  For the three and six
months  ended  June  30, 2002, the Trust recorded income of $7,050 and a loss of
$95,216,  respectively,  compared  to  net  losses  of  $449,031  and  $508,543,
respectively,  for  the  same  periods  of  2001, from its ownership interest in
Kettle  Valley.  This  income  and  loss  represent the Trust's share of the net
income  (loss)  of Kettle Valley recorded under the equity method of accounting.
In  addition,  the  Trust  recorded amortization expense of $16,450 and $32,900,
respectively, during the three and six months ended June 30, 2001, in connection
with  its  interest  in  Kettle  Valley.

The  Trust owns 40% of the Class A membership interests of EFG Kirkwood, a joint
venture  between  the  Trust,  certain  affiliated  trusts,  and  an  affiliated
corporation,  Semele  Group Inc. ("Semele").  AFG ASIT Corporation, the Managing
Trustee  of  the  Trust  and  a subsidiary of Semele, also is the manager of EFG
Kirkwood.

EFG  Kirkwood  owns  membership  interests  in:

      Mountain  Resort  Holdings  LLC  ("Mountain  Resort")  and
 Mountain  Springs  Resort  LLC  ("Mountain  Springs").


Mountain  Resort,  through four wholly owned subsidiaries, owns and operates the
Kirkwood  Mountain Resort, a ski resort located in northern California, a public
utility that services the local community, and land that is held for residential
and commercial development. Mountain Springs, through a wholly owned subsidiary,
owns  a  controlling  interest  in  DSC/Purgatory  LLC ("Purgatory") in Durango,
Colorado.

For  the  three and six months ended June 30, 2002, the Trust recorded a loss of
$713,780  and  income  of $754,928, respectively, compared to a loss of $584,110
and  income  of  $987,239,  respectively, for the same periods in 2001, from its
ownership interest in EFG Kirkwood.  This income and loss represents the Trust's
share  of the net income (loss) of EFG Kirkwood recorded under the equity method
of  accounting.  Due  to  the  seasonal nature of EFG Kirkwood's operations, the
financial  results  of  the  three months and six months ended June 30, 2002 and
2001  are  not indicative of future periods.  The three months ended March 31 of
each  year  include  the  periods  of peak income activity for the resorts.  See
below  for  a  discussion  of  the  operating  results  of  the  resorts.

Mountain  Resort  Operating  Results
------------------------------------

Mountain Resort is primarily a ski and mountain recreation resort with more than
2,000 acres of terrain, located approximately 32 miles south of Lake Tahoe.  The
resort  receives  approximately  70% of its revenues from winter ski operations,
primarily ski, lodging, retail and food and beverage services with the remainder
of  the  revenues  generated  from summer outdoor activities, including mountain
biking,  hiking  and  other  activities.  Other operations include a real estate
development  division, which has developed and is managing a 40-unit condominium
residential  and commercial building, an electric and gas utility company, which
operates  as  a regulated utility company and provides electric and gas services
to  the  Kirkwood  community,  and  a  real  estate  brokerage  company.

During  the  six  months  ended  June  30,  2002, Mountain Resort recorded total
revenues  of approximately $20,476,000 compared to approximately $20,561,000 for
the  same  period  in 2001.  The decrease in total revenues from 2001 to 2002 of
$85,000  is  the  result  of  an  increase  in  ski-related revenues offset by a
decrease  in  residential-related  and  other  operations revenues.  Ski-related
revenues  increased  approximately  $2,038,000.  The  increase  in  ski-related
revenues  resulted  from  improved  weather conditions during the winter season,
which  attracted more skiers.  Residential-related and other operations revenues
decreased  approximately $2,123,000 for the six months ended 2002 as compared to
2001.  The  decrease  in  residential-related  and other operations revenues was
primarily  attributable to a reduction in the number of condominium sales during
2002  compared  to  2001.

During  the  six  months  ended June 30, 2002 and 2001, Mountain Resort recorded
total  expenses of approximately $16,565,000 and $17,348,000, respectively.  The
decrease in total expenses of approximately $783,000 is the result of a decrease
in  residential-related  and  other  operations  expenses  largely  offset by an
increase  in  ski-related expenses. Ski-related expenses increased approximately
$1,254,000  as  a  result  of the increase in ski-related revenues, as discussed
above.  Residential-related  and  other  operations  expenses  decreased
approximately  $2,037,000  primarily  as a result of a decrease in cost of sales
from condominium units sold in the six months ended June 30, 2002 as compared to
the  same  period  in  2001,  as  also  discussed  above.

Mountain  Springs  Operating  Results
-------------------------------------

Purgatory is a ski and mountain recreation resort covering 2,500 acres, situated
on  40  miles  of  terrain  with  75  ski trails located near Durango, Colorado.
Purgatory  receives  the  majority  of  its revenues from winter ski operations,
primarily  ski,  lodging,  retail  and  food  and  beverage  services,  with the
remainder  of  revenues generated from summer outdoor activities, such as alpine
sliding  and  mountain  biking.

During  the six months ended June 30, 2002, Purgatory recorded total revenues of
approximately  $9,882,000  compared  to  approximately  $11,146,000 for the same
period  of  2001.  The  decrease  in  total  revenues  from  2001  to  2002  of
approximately  $1,264,000 is the result of unfavorable weather conditions during
the  winter  season,  which  attracted  fewer  skiers.

Total  expenses  were approximately $9,284,000 for the six months ended June 30,
2002  compared  to  approximately  $8,576,000  for the same period in 2001.  The
increase  in  total  expenses for the six months ended June 30, 2002 compared to
the  same period in 2001 of approximately $708,000 is a result of costs incurred
related  to  the  creation  of  certain  development  companies.

Kettle  Valley  Operating  Results
----------------------------------

Kettle  Valley  is a real estate development company located in Kelowna, British
Columbia,  Canada.  The  project,  which  is  being  developed  by Kettle Valley
Development  Limited Partnership ("KVD LP"), consists of approximately 280 acres
of  land  that  is  zoned  for 1,120 residential units in addition to commercial
space.  To  date,  113  residential  units have been constructed and sold and 11
additional  units  are  under  construction.

During the three and six months ended June 30, 2002, KVD LP recorded revenues of
approximately  $1,029,000 and $1,277,000, respectively, compared to $576,000 and
$1,195,000,  respectively,  for  the  same  periods  in  2001.

KVD LP incurred total expenses of approximately $1,103,000 and $1,487,000 during
the three and six months ended June 30, 2002, respectively, compared to $722,000
and  $1,578,000,  respectively,  for  the  same  periods  in  2001.

Kettle  Valley owns a 49.9% interest in a company (the "Company") which, through
two  wholly-owned  subsidiaries,  owns  a 99.9% interest in KVD LP.  For the six
months  ended June 30, 2002, in addition to its share of the loss of KVD LP, the
Trust's  net  loss  from Kettle Valley includes a loss of $67,787 reflecting the
Trust's  share  of  the  operating  results of one of the Company's wholly-owned
subsidiaries.


Liquidity  and  Capital  Resources  and  Discussion  of  Cash  Flows
--------------------------------------------------------------------

The  Trust  by  its  nature  is  a  limited  life entity.  The Trust's principal
operating  activities  derive  from asset rental transactions.  Accordingly, the
Trust's  principal  source of cash from operations is provided by the collection
of  periodic  rents.  These  cash  inflows  are  used  to  satisfy  debt service
obligations  associated  with  leveraged  leases, and to pay management fees and
operating  costs.  Operating activities generated net cash inflows of $1,178,748
and  $1,596,943  for  the six months ended June 30, 2002 and 2001, respectively.
Future  renewal, re-lease and equipment sale activities will continue to cause a
decline  in  the  Trust's  lease  revenue and corresponding sources of operating
cash.  Expenses associated with rental activities, such as management fees, also
will  decline  as  the  Trust  remarkets  its  equipment.  The  amount of future
interest  income is expected to fluctuate as a result of changing interest rates
and  the  level  of  cash  available  for  investment,  among  other  factors.

The  events  of September 11, 2001, along with a recession in the United States,
have  continued  to  adversely  affect  the  market demand for both new and used
commercial aircraft and weakened the financial position of several airlines.  No
direct damage occurred to any of the Trust's assets as a result of these events.
Management  of  the  Trust expects that the resulting decline in air travel will
suppress market prices for used aircraft in the short-term and could inhibit the
viability  of  some  airlines.  In  the  event of a lease default by an aircraft
lessee,  the  Trust  could  experience  material  losses.  At June 30, 2002, the
Trusts  have  collected substantially all rents owed from aircraft lessees.  The
Trust  is  monitoring  developments in the airline industry and will continue to
evaluate  potential  implications  to  the Trust's financial position and future
liquidity.

At  lease  inception,  the  Trust's  equipment  was  leased  by  a  number  of
creditworthy,  investment-grade  companies  and,  to  date,  the  Trust  has not
experienced any material collection problems and has not considered it necessary
to  provide  an  allowance  for  doubtful  accounts.  Notwithstanding a positive
collection  history, there is no assurance that all future contracted rents will
be  collected  or  that  the  credit  quality  of  the  Trust's  leases  will be
maintained.  The credit quality of an individual lease may deteriorate after the
lease  is  entered  into.  Collection  risk  could  increase  in  the  future,
particularly as the Trust remarkets its equipment and enters re-lease agreements
with  different  lessees.  The  Managing  Trustee  will continue to evaluate and
monitor  the  Trust's  experience in collecting accounts receivable to determine
whether  a  future  allowance  for  doubtful  accounts  may  become appropriate.

At  June  30, 2002, the Trust was due aggregate future minimum lease payments of
$6,442,983 from contractual lease agreements, a portion of which will be used to
amortize the principal balance of notes payable of $19,922,187.  Additional cash
inflows  will  be  realized  from  future  remarketing activities, such as lease
renewals and equipment sales, the timing and extent of which cannot be predicted
with  certainty.  This  is  because  the timing and extent of equipment sales is
often  dependent  upon  the  needs  and interests of the existing lessees.  Some
lessees  may  choose  to  renew their lease contracts, while others may elect to
return the equipment.  In the latter instances, the equipment could be re-leased
to  another lessee or sold to a third party.  Accordingly, the cash flows of the
Trust  will  become  less  predictable  as  the  Trust  remarkets its equipment.

Cash  expended  for  asset  acquisitions  and  cash realized from asset disposal
transactions  are  reported  under  investing  activities  on  the  accompanying
Statement  of  Cash  Flows.

In  December  2000,  the Trust and three affiliated trusts (the "Trusts") formed
MILPI,  which  formed MILPI Acquisition, a wholly owned subsidiary of MILPI. The
Trusts  collectively  paid  $1.2 million for their membership interests in MILPI
($408,000 for the Trust) and MILPI purchased the shares of MILPI Acquisition for
an  aggregate  purchase  price  of  $1.2  million  at  December  31, 2000. MILPI
Acquisition  entered  into a definitive agreement (the "Agreement") with PLM, an
equipment  leasing and asset management company, for the purpose of acquiring up
to  100%  of  the  outstanding  common stock of PLM, for an approximate purchase
price  of up to $27 million. In connection with the acquisition, on December 29,
2000,  MILPI  Acquisition  commenced  a  tender offer to purchase any and all of
PLM's  outstanding  common  stock.

Pursuant  to the cash tender offer, MILPI Acquisition acquired approximately 83%
of PLM's outstanding common stock in February 2001 for a total purchase price of
approximately $21.8 million. The Trust's 34% membership interest in MILPI, prior
to  its  additional  acquisition in February 2002 described below, had a cost of
$7,543,992, including associated fees and capitalized costs.  Under the terms of
the  Agreement,  with  the  approval  of the holders of 50.1% of the outstanding
common  stock of PLM, MILPI Acquisition would merge into PLM, with PLM being the
surviving  entity.  The merger was completed when MILPI obtained approval of the
merger  from  PLM's  shareholders pursuant to a special shareholders' meeting on
February  6,  2002.

On  February  7, 2002, the Trust and AFG Investment Trust D ("Trust D") provided
approximately  $4.4  million  to  acquire the remaining 17% of PLM's outstanding
common  stock,  of  which  $2,423,190  (including  acquisition  fees  of $23,991
discussed  below)  was  contributed  by  the Trust. The funds were obtained from
existing  resources  and  internally  generated funds and by means of a 364 day,
unsecured  loan  from PLM evidenced by a promissory note in the principal amount
of  $719,760  that bears interest at LIBOR plus 200 basis points.  Subsequent to
the  merger,  the  Trust's  ownership  interest  increased  from  34%  to 37.5%.

Effective  February  2002,  the  Trust  has a 37.5% membership interest in MILPI
having an original cost of $9,967,182. The cost of the Trust's interest in MILPI
reflects MILPI's cost of acquiring the common stock of PLM, including the amount
paid  for  the  shares  tendered of $9,802,945, capitalized transaction costs of
$66,209  and a 1% acquisition fee paid to a wholly-owned subsidiary of Semele of
$98,028.  The  Trust  capitalized  these transaction costs, of which $15,489 was
amortized during the six months ended June 30, 2001.  SFAS No. 142 was effective
for  the Trust as of January 1, 2002 and requires the discontinuance of goodwill
amortization  as  of  January  1, 2002.  SFAS No. 142 also requires the Trust to
complete  a transitional goodwill impairment test within six months from January
1,  2002,  the  date  of  adoption.  The Trust completed the goodwill impairment
analysis  during  the  quarter  ended June 30, 2002.  There was no impact on the
Trust's  financial  statements  as  a  result  of  this  analysis.

On  March  12,  2002,  PLM  declared  and  paid  a  cash  dividend  to  MILPI of
approximately  $2.7  million.  MILPI  then  declared and paid a cash dividend of
approximately  $2.7  million,  of  which  the  Trust's  share  was  $1,000,092.

In  March  2002,  the  Trust and Trust D formed C & D IT LLC, a Delaware limited
liability  company,  as a 50%/50% owned joint venture that is co-managed by each
of  the  Trust  and  Trust  D  (the  "C  & D Joint Venture") to which each Trust
contributed  $1  million.  The C & D Joint Venture was formed for the purpose of
making  a conditional contribution of $2.0 million to BMLF/BSLF II Rancho Malibu
Limited Partnership ("Rancho Malibu Limited Partnership") in exchange for 25% of
the  interests  in  Rancho  Malibu Limited Partnership (the "C & D Joint Venture
Contribution").  The  C  & D Joint Venture was admitted to Rancho Malibu Limited
Partnership  as  a  co-managing  general  partner  pursuant  to  the terms of an
amendment to Rancho Malibu Limited Partnership Agreement.  The other partners in
Rancho  Malibu  Limited  Partnership are Semele and its wholly-owned subsidiary,
Rancho  Malibu  Corp.,  the  other  co-managing  general  partner.

Rancho  Malibu Limited Partnership owns the 274-acre parcel of land near Malibu,
California  and  is  developing  it  as  a  single-family  luxury  residential
subdivision. The conditional C & D Joint Venture Contribution was made to assure
participation  in  the future development of the parcel.  It was made subject to
the future solicitation of the consent of the beneficiaries of each of the Trust
and  Trust  D.  The  C  &  D  Joint Venture Contribution is conditioned upon the
consummation  of  a transaction pursuant to which Semele and Rancho Malibu Corp.
will contribute all of the partnership interests that they hold in Rancho Malibu
Limited  Partnership along with 100% of the membership interests Semele holds in
RM  Financing  LLC  to RMLP, Inc., a newly formed subsidiary of PLM, in exchange
for  $5.5  million  in  cash,  a  $2.5 million promissory note and 182 shares of
common  stock of RMLP, Inc.  (The sole asset of RM Financing LLC is a Note dated
December  31, 1990 (the "Note").  The Note was held by Semele's predecessor when
it  took  a deed in lieu of foreclosure on the property from the original owner.
The  unpaid  balance of the Note is $14,250,000 plus accrued interest as of June
30,  2002.

The  C & D Joint Venture possesses the right to withdraw the C & D Joint Venture
Contribution from Rancho Malibu Limited Partnership if the transactions have not
taken  place  within  ninety  days  of  the  receipt  by  Rancho  Malibu Limited
Partnership  of  notice from the C & D Joint Venture that the requisite consents
of the beneficiaries of the Trust and Trust D have been received.  This right of
the  C  &  D Joint Venture is secured by a pledge of 50% of the capital stock of
Rancho  Malibu  Corp.  and  50%  of  the  interests  in  Rancho  Malibu  Limited
Partnership  held  by  Semele  and  Rancho  Malibu  Corp.

During  the six months ended June 30, 2002 and 2001, the Trust realized net cash
proceeds  from  equipment  disposals  of  $2,382,133 and $174,150, respectively.
Future  inflows  of cash from equipment disposals will vary in timing and amount
and  will  be  influenced  by  many  factors  including, but not limited to, the
frequency and timing of lease expirations, the type of equipment being sold, its
condition  and  age,  and  future  market  conditions.

The  Trust  and  Trust  D  formed  EFG/Kettle Development LLC for the purpose of
acquiring  a  49.9%  indirect ownership interest in a real estate development in
Kelowna,  British  Columbia  in  Canada  called  Kettle  Valley.

The  Trust  also  has  an ownership interest in EFG Kirkwood.  EFG Kirkwood is a
joint  venture  among  the  Trust,  certain  affiliated Trusts and Semele and is
managed by AFG ASIT Corporation. EFG Kirkwood is a member in two joint ventures,
Mountain  Resort  and  Mountain  Springs.

Mountain  Resort,  through four wholly owned subsidiaries, owns and operates the
Kirkwood  Mountain Resort, a ski resort located in northern California, a public
utility that services the local community, and land that is held for residential
and commercial development. Mountain Springs, through a wholly owned subsidiary,
owns  a  controlling  interest in the Purgatory Ski resort in Durango, Colorado.

The risks generally associated with real estate include, without limitation, the
existence of senior financing or other liens on the properties, general or local
economic  conditions,  property  values, the sale of properties, interest rates,
real  estate  taxes,  other  operating  expenses,  the  supply  and  demand  for
properties  involved,  zoning  and environmental laws and regulations, and other
governmental  rules.

The  Trust's  involvement  in  real estate development also introduces financial
risks,  including  the potential need to borrow funds to develop the real estate
projects.  While  the  Trust's management presently does not foresee any unusual
risks  in  this  regard,  it  is possible that factors beyond the control of the
Trust,  its  affiliates  and joint venture partners, such as a tightening credit
environment,  could  limit  or  reduce  its  ability  to  secure adequate credit
facilities at a time when they might be needed in the future. Alternatively, the
Trust  could  establish joint ventures with other parties to share participation
in  its  development  projects.

Ski  resorts  are subject to a number of risks, including weather-related risks.
The  ski  resort business is seasonal in nature and insufficient snow during the
winter  season  can  adversely  effect the profitability of a given resort. Many
operators  of  ski resorts have greater resources and experience in the industry
than  the  Trust,  its  affiliates  and  its  joint  venture  partners.

The  Trust  obtained  long-term  financing  in connection with certain equipment
leases  and  a  portion  of  its  interest  in  MILPI.  The  origination of such
indebtedness  and  the  subsequent  repayments  of  principal  are  reported  as
components of financing activities.  At June 30, 2002, the Trust had third party
debt obligations outstanding totaling $19,922,187.  Generally, each note payable
is  recourse  only  to the specific equipment financed and to the minimum rental
payments  contracted  to  be received during the debt amortization period, which
period  generally coincides with the lease rental term.  The amount of cash used
to  repay  debt  obligations may fluctuate in the future due to the financing of
assets,  which  may  be acquired.  The Trust has a balloon payment obligation of
$16,193,280 at the expiration of the lease term related to an aircraft leased to
Scandinavian Airlines System.  Repayment of the balloon debt obligations will be
dependent  upon  the  negotiations  of  future lease contracts or future sale of
these  assets  or  alternatively,  the  use of working capital.  In addition, in
February  2002,  the  Trust  received  debt  proceeds  of  $719,760  from PLM in
connection with the acquisition of the balance of the PLM common stock discussed
above.

In  July  1997,  the  Trust  issued  3,024,740  Class  B  Interests at $5.00 per
interest.  Class  A  Beneficiaries purchased 5,520 Class B Interests, generating
$27,600  of  such  aggregate  capital  contributions,  and  EFG,  as  Special
Beneficiary,  purchased  3,019,220  Class  B  Interests.  Subsequently,  EFG
transferred  its  Class  B  Interests  to  a  special-purpose  company, Equis II
Corporation.  EFG  also  transferred  its ownership of AFG ASIT Corporation, the
Managing  Trustee  of  the Trust, to Equis II Corporation.  In December 1999, an
affiliate  of  the  Trust, Semele, purchased 85% of the common stock of Equis II
Corporation,  subject to certain voting restrictions with respect to the Class B
Interests  of  the  Trust  owned  by  Equis II Corporation.  In May 2000, Semele
acquired  the  remaining 15% of the common stock of Equis II Corporation and, in
November  2000,  the  voting  restrictions with respect to the Class B Interests
were  terminated.  As  a  result, Semele has voting control over the Trust.  The
former majority stockholders of Equis II Corporation, Gary D. Engle and James A.
Coyne,  are  both  members  of the Board of Directors of, and collectively own a
majority  of  the  stock  in,  Semele.  Mr. Engle is Semele's Chairman and Chief
Executive  Officer  and  Mr.  Coyne  is  Semele's  President and Chief Operating
Officer.

The  proceeds  from the Class B offering were intended to be used principally to
repurchase  a  portion of the Trust's Class A Beneficiary Interests and to pay a
one-time special cash distribution of $2,960,865 ($1.47 per Class A Interest) to
the  Trust's  Class  A  Beneficiaries.  That distribution was paid on August 15,
1997.  The  remainder of the offering proceeds was classified as restricted cash
pending  its  use  for  the repurchase of Class A Interests or its return to the
Class  B  Interest  holders.  On August 7, 1997, the Trust commenced an offer to
purchase  up  to  45%  of  the  outstanding Class A Beneficiary Interests of the
Trust.  On  October  10,  1997,  the  Trust  used $2,291,567 of the net proceeds
realized  from  the issuance of the Class B Interests to purchase 218,661 of the
Class  A  Interests  tendered  as  a result of the offer. On April 28, 1998, the
Trust purchased 5,200 additional Class A Interests at a cost of $46,800. On July
6,  1998,  the  Trust  used $4,646,862 of the Class B offering proceeds to pay a
capital  distribution  to  the  Class  B  Beneficiaries. In July 1999, the Trust
distributed  $1,513,639,  including  legal  fees  of $81,360 paid to Plaintiffs'
counsel,  as a special cash distribution ($0.80 per unit, net of legal fees). In
addition,  Equis  II  Corporation  agreed  to  commit  $3,405,688 of the Class B
Capital  Contributions  (the  remaining  balance  of the restricted cash) to the
Trust  for  the  Trust's  investment  purposes.

After  the  amendment  of  the  Trust  Agreement  in  1998, the Managing Trustee
evaluated  and  pursued a number of potential new acquisitions, several of which
the  Managing  Trustee  concluded  had market returns that it believed were less
than  adequate  given  the  potential  risks.  Most  transactions  involved  the
equipment  leasing,  business  finance  and  real estate development industries.
Although,  at  the  time,  the Managing Trustee intended to continue to evaluate
additional  new investments, it anticipated that the Trust would be able to fund
these  new  investments with cash on hand or other sources, such as the proceeds
from future asset sales or refinancings and new indebtedness.   As a result, the
Trust  declared a special cash distribution during the fourth quarter of 1999 to
the  Trust  Beneficiaries  totaling  $15,200,000,  which was paid on January 19,
2000.

After  the  special  distribution  on  January 19, 2000, the Trust adopted a new
distribution  policy  and  suspended  the  payment  of  regular  monthly  cash
distributions.  The  Managing  Trustee  does  not  expect  to  reinstate  cash
distributions  until  expiration  of the Trust's reinvestment period in December
2002;  however, the Managing Trustee periodically will review and consider other
one-time  distributions.  In  addition  to  maintaining  sales  proceeds  for
reinvestment,  the Managing Trustee expects that the Trust will retain cash from
operations  and  future  sales  and  refinancings  to  fully  retire  its  debt
obligations  and  for  the  continued  maintenance  of  the  Trust's  assets.

No  cash  distributions  have  been  declared  since  the  special  distribution
described  above.  In  any given year, it is possible that Beneficiaries will be
allocated taxable income in excess of distributed cash. This discrepancy between
tax  obligations  and  cash distributions may or may not continue in the future,
and  cash  may  or  may  not  be available for distribution to the Beneficiaries
adequate  to  cover  any  tax  obligation.  The  Trust  Agreement  requires that
sufficient  distributions  be  made to enable the Beneficiaries to pay any state
and  federal  income  taxes  arising  from any sale or refinancing transactions,
subject  to  certain  limitations.

Cash  distributions  when  paid  to the Participants generally consist of both a
return  of  and a return on capital. Cash distributions do not represent and are
not  indicative  of  yield  on  investment. Actual yield on investment cannot be
determined  with  any  certainty  until  conclusion  of  the  Trust  and will be
dependent  upon the collection of all future contracted rents, the generation of
renewal and/or re-lease rents, the residual value realized for each asset at its
disposal  date,  and the performance of the Trust's non-equipment assets. Future
market  conditions,  technological  changes,  the  ability  of EFG to manage and
remarket  the  equipment, and many other events and circumstances, could enhance
or  detract from individual yields and the collective performance of the Trust's
equipment  portfolio.  The ability of the Managing Trustee and its affiliates to
develop  and  profitably manage its non-equipment assets and the return from its
interest  in  MILPI  will  impact  the  Trust's  overall  performance.

In  the  future,  the  nature of the Trust's operations and principal cash flows
will continue to shift from rental receipts to equipment sale proceeds.  As this
occurs,  the  Trust's cash flows resulting from equipment investments may become
more  volatile  in  that certain of the Trust's equipment leases will be renewed
and  certain  of  its  assets  will  be  sold.  In  some cases, the Trust may be
required  to  expend funds to refurbish or otherwise improve the equipment being
remarketed  in  order  to  make  it  more  desirable  to  a  potential lessee or
purchaser.  The  Trust's  Advisor, EFG, and the Managing Trustee will attempt to
monitor  and  manage these events in order to maximize the residual value of the
Trust's equipment and will consider these factors, in addition to the collection
of  contractual rents, the retirement of scheduled indebtedness, and the Trust's
future working capital and reinvestment requirements, in establishing the amount
and  timing  of  future  cash  distributions.

In  accordance  with the Trust Agreement, upon the dissolution of the Trust, the
Managing  Trustee will be required to contribute to the Trust an amount equal to
any  negative  balance,  which  may  exist in the Managing Trustee's tax capital
account.  At  December 31, 2001, the Managing Trustee had a negative tax capital
account  balance  of  $55,893.  No  such  requirement exists with respect to the
Special  Beneficiary.



Item  3.  Quantitative  and  Qualitative  Disclosures  about  Market  Risk
--------------------------------------------------------------------------

The  Trust's financial statements include financial instruments that are exposed
to  interest  rate  risks.

The  Trust's  notes  payable bear fixed interest rates ranging between 7.93% and
9.176%.  The  fair  market  value  of  fixed interest rate debt may be adversely
impacted  due  to  a  decrease  in  interest rates.  The effect of interest rate
fluctuations  on  the  Trust  for  the  six  months  ended June 30, 2002 was not
material.

<PAGE>
                             AFG INVESTMENT TRUST C

                                   FORM 10-Q/A

                           PART II.  OTHER INFORMATION




     Item  1.     Legal  Proceedings
          Response:  None

     Item  2.     Changes  in  Securities
          Response:  None

     Item  3.     Defaults  upon  Senior  Securities
          Response:  None

     Item  4.     Submission  of  Matters  to  a  Vote  of  Security  Holders
          Response:  None

     Item  5.     Other  Information
          Response:  None

     Item  6(a).     Exhibits
     .     Response:

Exhibit  99.1      Certification Pursuant to 18 U.S. C. Section 1350, as Adopted
Pursuant  to  Section  906  of  the  Sarbanes-Oxley  Act  of  2002

Exhibit  99.2      Certification Pursuant to 18 U.S. C. Section 1350, as Adopted
Pursuant  to  Section  906  of  the  Sarbanes-Oxley  Act  of  2002

     Item  6(b).     Reports  on  Form  8-K
          Response:  None





<PAGE>
                                 SIGNATURE PAGE



Pursuant  to  the  requirements  of  the  Securities  Exchange  Act of 1934, the
registrant  has  duly  caused  this  report  to  be  signed on its behalf by the
undersigned  thereunto  duly  authorized.


                             AFG Investment Trust C


     By:     AFG  ASIT  Corporation,  a  Massachusetts
          corporation  and  the  Managing  Trustee  of
          the  Registrant.


     By:     ls/  Richard  K  Brock
             ----------------------
          Richard  K  Brock
          Chief  Financial  Officer  and  Treasurer  of  AFG  ASIT  Corp.
          (Duly  Authorized  Officer  and
          Principal  Financial  and  Accounting  Officer)


     Date:     November  19,  2002




<PAGE>
CERTIFICATION:

I,  Gary  D.  Engle,  certify  that:

1.     I  have  reviewed  this  quarterly  report on Form 10-Q of AFG Investment
Trust  C;

2.     Based  on my knowledge, this quarterly report does not contain any untrue
statement  of a material fact or omit to state a material fact necessary to make
the  statements  made, in light of the circumstances under which such statements
were  made,  not misleading with respect to the period covered by this quarterly
report;

3.     Based  on  my  knowledge,  the  financial statements, and other financial
information  included  in  this quarterly report, fairly present in all material
respects  the  financial  condition, results of operations and cash flows of the
registrant  as  of,  and  for,  the  periods presented in this quarterly report;






                    /s/  Gary  D.  Engle
                    --------------------
                    Gary  D.  Engle
President  of  AFG  ASIT  Corporation,
 the  Managing  Trustee  of  the  Trust
(Principal  Executive  Officer)
                                    November  19,  2002



<PAGE>
------

CERTIFICATION:

I,  Richard  K  Brock,  certify  that:

1.     I  have  reviewed  this  quarterly  report on Form 10-Q of AFG Investment
Trust  C;

2.     Based  on my knowledge, this quarterly report does not contain any untrue
statement  of a material fact or omit to state a material fact necessary to make
the  statements  made, in light of the circumstances under which such statements
were  made,  not misleading with respect to the period covered by this quarterly
report;

3.     Based  on  my  knowledge,  the  financial statements, and other financial
information  included  in  this quarterly report, fairly present in all material
respects  the  financial  condition, results of operations and cash flows of the
registrant  as  of,  and  for,  the  periods presented in this quarterly report;



                    /s/  Richard  K  Brock
                    ----------------------
                    Richard  K  Brock
Chief  Financial  Officer  and  Treasurer  of  AFG  ASIT  Corp.,
the  Managing  Trustee  of  the  Trust
(Principal  Financial  and  Accounting  Officer)
                                     November  19,  2002


<PAGE>
                                  Exhibit Index



99.1  Certificate of Chief Executive Officer pursuant to Section 906 of Sarbanes
-  Oxley  Act

99.2  Certificate of Chief Financial Officer pursuant to Section 906 of Sarbanes
-  Oxley  Act